Treasure Planet: Burning Skies
by AdInventum
Summary: Hotshot cadet Jim Hawkins and rival classmate Valerie Blake find themselves tangled in a web of intrigue and danger as a conspiracy unfolds at the Academy. When a ruthless pirate steals the Navy's most advanced warship, betrayal forces Jim to seek help from an old ally - a move complicated by the grudges of a retired pirate hunter, and a greater threat lurking in the shadows...
1. The Game

"_Hawkins!"_

The moment he heard his teammate's worried cry, he knew exactly what was coming.

Never mind that he hadn't even caught a glimpse of the enemy at this point – that just meant the enemy was doing a good job of hiding. His head was still in the process of turning to look for an immediate threat when a bolt of energy struck him squarely in the center of mass, sending him reeling. He fell backward as feeling left his limbs and his thoughts compacted into an overwhelming stunned sensation.

As his vision cleared he struggled to move. Fingers twitched and curled into fists; he faintly registered the stock of his rifle clasped in his left hand. The back of his head smarted from the impact it had made on the ground. His entire midsection felt as if someone had taken a live wire and pressed it to his sternum.

"Gah." Sounds escaped him, half-words and mutterings in between groans. "Ugh. _Nnngh_. Blast it."

"Jim!" A voice shrilled into his right ear, so loudly it cause the earpiece to emit an electronic whine. "Are you okay?"

"Y-yeah." He gave up trying to sit upright at this point and settled for rolling over. He had a clear view of the enemy's position now, though there were no personnel in sight. A quaint little bunker, just the right size for a five-man squad in need of somewhere to camp and pick off their opponents.

Behind him was a thick tangle of flora, a mixture of trees and enormous fungal growths which provided enough cover for what remained of Jim's own squad. His discombobulated mind began to reorganize itself as he recalled how exactly he had gotten shot. He remembered taking point, leading them toward the trees, betting that the enemy's lack of activity meant they hadn't advanced this far just yet. A bet he had lost.

"Triona. How's Francis?" he managed, gritting his teeth as pain shot through his chest. The numbness was wearing off.

"Out cold, I'm afraid." Her voice was high-pitched and sharp with worry. "They hit him in the head. The rest of us are okay."

Francis had been the first to go down. Two shots at nearly the same time, taking down the front and rear of Jim's team. That meant there were _two_ long-range marksmen in play.

"Got it." Jim slowly got a better grip on his rifle while his free hand fumbled for his belt. His pouches and reserve ammo were still there but he couldn't locate any of his grenades. If they had gone off when he was shot, he would completely unconscious right now. That meant they had simply fallen away. "Listen up. I've got a plan."

"I'm all ears," Triona answered tersely.

"You've still got Onyx and Finch, right? That's three shooters. Think you can cover me while I make a run for it?"

"Make a run for – oh _no_, Jim, you're not pulling a stunt like that again."

"Last time Francis _accidentally _shot me in the foot," Jim retorted. "Besides, those other guys are at a disadvantage. They got good cover, but that's the other side of the field. We're closer to the objective than they are. If you can keep them busy I can push on ahead and win this."

He made sure to keep still as he spoke. Better for the opposition to think he was out of play.

"C'mon, you see me out here, right? This is our only chance at surprising them. I can't get up and make a run for it unless I have backup."

"Alright." Her tone was disapproving but Jim knew Triona would trust him. As much as they butted heads, they were remarkably similar when it came to strategy. "You get your tail feathers zapped, Hawk-boy, and I'll just say 'I told you so.'"

"Yeah. Like you always do."

The pain was quickly fading to tingling. He wasn't at one hundred percent just yet, but waiting for that would cost them victory. Jim clenched his jaw, willed his disgruntled body to act, and prepared to do what he did best: something _reckless_.

"Three."

The sky above was a mixture of purples, reds and yellows, the fiery glow of sunset with starlight barely visible beyond. The horizon was hazy, anything beyond the current staging area obscured from view.

"Two."

Blue eyes narrowed to slits as he focused on what was to come. Muscles began to tense; sweat wet his palms underneath the gloves he wore.

_"One."_

He risked a glance in the enemy's direction – saw silhouettes cautiously emerging from the bunker, rifles glinting in the waning sunlight -

"Fire!"

A volley of energy bolts sizzled overhead. The timing was perfect; rather than firing in unison, his teammates were pacing their shots. It was a rhythm they had practiced over and over again, one each of them knew by heart.

Jim knew exactly when to get to his feet and start running before the next volley. He nearly fell over as he stooped to scoop up one of his grenades but recovered before losing his balance completely. He stuffed the grenade into one of his pockets, too busy to bother clipping it to his belt.

The enemy fired a shot of their own but it went wide; they were skittish now, unwilling to risk exposing themselves for a clear shot. He clutched his rifle and half-ran, half-limped in the opposite direction, away from the enemy and his team. Regrouping would only slow him down and give the enemy the chance they needed to move in.

A treeline waited twenty meters ahead. Fifteen now. Ten. He closed the distance quickly and didn't slow down. At the rate he was moving, an onlooker would expect him to crash into the densely-packed tangle of branches and foliage.

Instead he went through it.

The sudden change in lighting caused his eyes to smart and he blinked rapidly to orient himself. There was no sunset here, no faux environment; the space around him was plain and metallic. His boots clacked on the floor as he approached the elevated platform that dominated the center of the room. He could still hear the shooting behind him as his teammates continued to battle in the simulator. A crooked grin spread across his weary face as he drank in the sight of his prize.

A flag. A single maroon flag bearing the standard of the Academy.

He brushed his sweaty dark bangs out of his eyes, slung his rifle across his back, and stepped forward to claim his ticket to victory –

– and went down with a ragged yell as a ball of lightning struck him squarely between the shoulders.

"Never let your guard down," a voice simpered as footsteps sounded behind him. A boot entered his field of vision and kicked away his rifle, then prodded his side and rolled him onto his back. The boot was connected to a leg, which was connected to a cadet who wore the same uniform as Jim. The only difference was that her armband was red, while his was blue.

"Blake," Jim grunted, furious and humiliated.

"Hawkins." The Leonid blinked her amber eyes at him and gave him an acknowledging nod as a small smile curved her lips. "Now, if you'll excuse me, I'm going to win this match."

Jim's hand snapped out and grasped her by the ankle as she turned toward the platform. "S'my flag," he growled. His hands and feet were numb, his head felt like someone had just used it as a gong, and his back had suddenly become a pincushion full of invisible needles, but he wasn't about to just let her take his prize.

Blake emitted a huff and tried to yank her foot free of his grasp but his grip was stronger than she expected. "This is ridiculous," she sighed. "Look at you, you're in a heap on the floor and the match is practically over already. Be a good sport and admit you're beaten. This is _embarrassing_."

Jim refused to let go. Sensation was creeping back to his extremities and he was itching to get back on his feet. "Embarrassing for you, maybe," he quipped, smirking despite the pain he was in.

"Fine." Blake pulled her foot right out of the boot and stepped away looking cross. "There. I've got a flag and _you've_ got a boot. I hope that satisfies you." With that, she turned her back to him and made strides toward the platform. Her dignity was surprisingly intact for someone forced to walk in one boot and a sock.

Jim tossed the boot away and reached into his pocket. His tingling hand closed around the grenade he had salvaged. The pad of his thumb found the activation button and he focused all of his willpower on sitting up. As he did so, he could clearly see Blake about to climb onto the platform and claim the flag. His eyebrows lowered into a glare and he activated the grenade, mentally counting down before hurling it into the air.

_BOOM._

A searing light erupted in midair as the stun grenade unleashed an orb of energy. The blinding explosion prevented Jim from seeing whether or not his timing had been good enough to catch Blake in the blast. But sure enough, after his vision cleared he saw her lying prone on the platform, mere feet from the flag but inert. It was enough to elicit a pained chortle from his beleaguered lungs.

"Never let your guard down," he minced as he staggered and wobbled toward the platform. He climbed up with a grunt and didn't pause to regard her as he reached for the flag. His hand stretched out and moved to close around the staff.

He paused. Listened.

Spun just in time to see her leg coming at him in a sweeping kick.

Blake's eyebrows arched and her eyes widened, but she didn't waste time further reacting to his unexpected agility. Jim was still slowed from the stun bolt but managed to block her kick with his outstretched arm. She countered by attempting to elbow him in his exposed midsection but he blocked that as well, stepping backward. They tried and failed to land a hit on each other for a solid fifteen seconds before Jim simply took another step back and closed his left fist around the flagpole. As soon as he did so, the entire room lit up and a loud chime sounded.

_"__Blue Team has captured the flag. Blue Team wins-" _an automated voice announced.

"Better luck next time – " Jim began, only to be cut off as Blake lunged for him. She got a grip on the flagpole and tried to wrench it from his grasp, but only succeeded in tugging him along with it. Boots clacked on metal as the other cadets came running into the flag chamber, only to stop and stare at the ongoing tug-of-war match.

_"__Red Team has captured the flag, Red Team-"_

_"Blue Team has-"_

_"Red-"_

"Shameless daredevil!" Blake snapped.

"Overachieving... uh, overachiever!" Jim retaliated, more focused on keeping a firm grip on the flag than on making a witty comeback.

"You threw a _grenade_ at me! That's cheating!"

"How is that cheating? It's a _stun grenade_, and you only pretended to be stunned!"

"You only win because you play tricks, it's not _fair _– "

"ENOUGH!"

The tugging stopped, but both cadets' hands remained clasped around the flagstaff. The automated voice went silent. All heads turned to watch as a newcomer strode into the room. In contrast to the plain gold-trimmed white uniforms the cadets wore, this woman wore a royal blue overcoat and her chest bore several medals. Her catlike features tightened into a severe expression as she approached the platform, not a hint of amusement in her bearing.

"Admiral. Ma'am," Jim managed, sparing one hand to salute with. Blake did the same – but neither of them relinquished the prize.

"Cadet Hawkins." Amelia's gaze shifted. "Cadet Blake." She gestured at the flag. "What is the meaning of... _this_?"

"I won," Jim declared. "But she doesn't seem to get that."

"You use underhanded and dishonorable tactics," Blake hissed at him. "You leave your team behind and run after glory all by yourself, while the rest of us actually pull together. You don't deserve this."

"Hey, my team has my back and I have theirs," Jim argued, heat warming his cheeks. "And I didn't see your guys following you in here, Miss I-Have-To-Be-The-Star – "

"I said _enough_." Amelia stepped forward and casually took the flag in her own hands. Neither cadet dared hold onto it now. "I hope you thoroughly enjoyed the shameful spectacle you've made of yourselves, because it will _not_ happen again." Her cerulean eyes locked with Jim's, and he looked down at the floor to avoid her fury. "Will it, Mr. Hawkins?"

"No ma'am," he managed.

"And what about you, Miss Blake? Are you content with this episode of tomfoolery, or will we be treated to a second outing?"

"No ma'am," Blake half-whispered.

"The outcome of this match will be recorded as a tie," Amelia stated matter-of-factly, the flag still in her grip. "The first tie in the history of this Academy's combat training. Your _juvenile_ attitudes aside, you both displayed measures of cunning and resourcefulness meriting recognition today. _However_."

Jim looked up, fearful of what was to follow.

"As of today, you are both suspended from training exercises until further notice. You will report to alternative duty tomorrow and continue to do so unless instructed otherwise. Is that understood?"

A sigh of relief escaped him and he thanked his lucky stars it wasn't _expulsion_. Despite their history together, Amelia was nothing short of impartial as a teacher and had yet to give him any special treatment compared to the other cadets. He stole a glance over at Blake. Her cheeks were flushed and she looked ready to cry. His relief gave way to unease as he realized he felt badly for her.

Amelia set the flag back into its slot and swept her critical gaze over the other cadets, who were standing around and watching silently. "I don't recall giving any of you permission to lollygag," she intoned sharply. The response was a flurry of motion as they sorted themselves and marched toward the exit. Amelia gave a little sigh and followed after them. "You as well, Hawkins. Get a move on."

Jim trudged after his former captain but looked over his shoulder as he passed through the arena doors. Blake was picking up her discarded boot, her expression utterly crestfallen and her shoulders slumped. He couldn't tell from a distance, but she might have been tearful.

"Hey." Triona nudged him, having fallen behind to meet him. Her curly dark hair bounced as she walked. "You did good back there. None of us think you're glory-hounding. Well, maybe Francis, but he doesn't count." She nudged him again as he glanced back at Blake a second time. "What's up with her, man? I say let her throw a pity-party. She takes all this stuff way too seriously. Always bragging about being the vice admiral's daughter – I think she deserves it."

Amelia turned and gave them a look that clearly said _shut it_. Jim kept quiet as the procession made its way back to the armory, where they would turn in their stun weapons before heading off to clean up. As he passed by one of the many windows lining the long corridor, he slowed his pace to study the stars that twinkled and shone outside. He felt lucky to be here at the Academy, he really did. But on days like this one he couldn't help feeling like he was supposed to be on the other side of the wall, out there sailing on the solar winds and actually _doing _something. Not just playing games.

_A tie... Whatever. I won and I know it._

He'd chosen this path for himself, sure – but it felt like anything _but _the makings of greatness at the moment.


	2. Judgment

The cadet quarters were sectioned off into rooms equipped for two occupants. What irked Jim the most was not having a window in his room; at least being able to see the stars might assuage his irritation. As fate would have it, he was stuck with a bare wall and a view of the other side of the room. His present position, seated on the foot of his bed, left him with little choice but to stare at the wall if he wanted to avoid looking at his roommate.

"Hey _Hawkins_." A muffled voice called out from under the pile of blankets, dirty laundry and other debris that graced the other bed. "Tell the blob to stay outta my stuff. That's the third time this week it's eaten my leftovers."

"Maybe if your leftovers weren't stored under your _bed_, he'd stay out of 'em," Jim muttered.

"What was that?"

"I said I'll take care of it, Francis," Jim replied loudly.

Whereas Jim's side of the room was neatly organized and squared away, Francis's side looked as if a storm had just rolled through and turned it upside down. They had yet to fail an inspection due to Francis's near-magical ability to squirrel all of his junk away when absolutely necessary, but otherwise his area was a sorry sight to behold.

Francis was, like most of the cadets here, not human; his reptilian features and gray-green skin gave him a fierce look that absolutely did not compliment his disposition. As he emerged from the pile his tongue flicked out and his golden eyes narrowed. "Where is that blob, anyway? Haven't seen it all morning. Maybe it finally left for good."

"Morph always comes back." Jim leaned down and began fastening his boots. His hair was still damp from the showers and his tired muscles urged him to go back to bed, but he forced himself to continue preparing for the day. "He probably just got bored while I was gone yesterday. He doesn't like being left alone."

"Then why'd you go and bring him with you? S'not like you can sneak him into class."

"He invited _himself_." His boots taken care of, Jim stood and tucked in his shirt. "My mom thought she was sending me the present she'd bought for me. He's sneaky like that."

Francis sank back into the pile and Jim hoped that would be the end of their conversing for the morning. But mere seconds later he rose up again, this time holding a fistful of assorted foodstuffs. "Want a snack, pal-of-mine? You're gonna need the energy, I hear. I bet the Admiral's gonna work you 'til you fall down."

"I'll, uh, pass." Jim tried not to let the disgust show on his face. "But thanks anyway."

"More for me," Francis intoned gleefully.

Jim wasted no time putting on his jacket and checking himself one last time in the mirror before he headed out. He guessed Francis would play sick for the day since he'd been shot in the head the day before. Maybe he'd finally get around to finishing off all the stale and possibly decomposing food that lurked in his sleeping area and Jim could stop dreading what would happen if a surprise inspection came around.

Predictably enough, Triona was waiting for him in her doorway as he passed by. "Ready for your big day?" she asked, one eyebrow quirked upward.

"Oh _yeah_." Jim flashed her a pained smile. "Guess this leaves you in charge until I come back. Try not to kick Francis around too much – no wait, scratch that. Kick him at your discretion but act like it's an accident."

"Already had that on the to-do list." Though she was the youngest student at the Academy, Triona Drummond was one of the few cadets Jim actually respected. Today she had her wiry dark hair braided into cornrows and wore the smirk that usually covered her unease. "Just be sure to get back here fast, okay? Onyx is already convinced we'll lose our standings if they give us a new squad leader."

"He worries too much." Jim shook his head. "I'll be back before you know it."

"My worries are _well-founded_!"

Jim turned abruptly and nearly ran into his teammate's chest. Like his late uncle, Onyx towered and loomed without having to even try. His craggy features formed a scowl and he crossed his thick arms. "The tie yesterday pushed us back into fourth place and we've only a few weeks left before the final examinations. What's to be done if all our hard work is rendered useless?"

"It won't be." Jim lightly punched Onyx's arm, careful not to bruise his own knuckles in the process. "We're gonna get top honors. This is just a, uh, little break for me. I'll probably come back next week after scrubbing toilets or somethin' and we'll pick up right where we left off."

"While you're performing janitorial duties, the rest of us will be at a disadvantage in the simulator. So do _please_ ensure that you do not incur further penalties." Onyx shifted his weight uncomfortably, glancing off to the side.

"Further penalties? C'mon, Onyx, you know me. I'm _Jim Hawkins_. If there's one thing I'm good at it's getting myself out of a pinch. Like I said, I'll just do whatever the Admiral wants and she'll think I've been humiliated enough to warrant a second chance. No harm, no foul."

A heavy sigh escaped Onyx but he appeared content with this answer. "You do possess an uncanny penchant for _weaseling_ your way out of things," he admitted. "Very well. Keep your word and all will be well. Just don't forget who's depending on you."

"I won't." Jim mustered a smile, but he felt his stomach tie itself into a knot. Onyx bore strong resemblance to Arrow, strong enough to remind Jim of his former crewmate's demise and the personal burden it had placed on him. "I, uh... I learned that lesson a couple years ago."

"Splendid!" As Jim turned to continue on his way, Onyx tried to give him an encouraging pat on the back. The blow nearly knocked the breath out of Jim and he almost tripped over his own feet. He made sure to give Triona and Onyx a thumb's-up before disappearing around the corner, glad that at least Onyx wouldn't spend the better part of the day worrying himself into a hole.

His smile faded as he moved onward, gait slightly sluggish as his thoughts turned to what lay immediately ahead. He hadn't slept well last night, partly due to Francis's snoring but also due to his own misgivings. He suppressed the urge to yawn and ignored the fleeting looks other cadets gave him as they went about their business. It was only natural that everyone knew what happened in the simulator yesterday – gossip was an infectious plague.

The only thing that kept him from feeling any semblance of embarrassment was knowing he wasn't the only one people were talking about.

_Relax. You've been here for two years now, it's not like it used to be. You're not some punk kid anymore, you're halfway to graduating. You've got this. People trust you. One little slip-up isn't gonna wreck it all._

The Academy was a vast space station suspended in orbit around the planet Luster, a gem of a world famous for its industry and production. The resources supplied by the planet, plus the presence of a formidable Naval force capable of handling any threat, made the Academy a safe and secure place for potential officers to train and study. The only downside was being confined within the station's walls grated on Jim's nerves. He was most at home on the deck of a ship while the winds of the Etherium rushed past, whispering promises of excitement and adventure. He knew this time of learning and preparation wouldn't last forever, but still... it seemed a far cry from where he wanted to be.

Corridors and checkpoints led him to Amelia's office. Sure enough, Blake was already there, waiting with her arms and legs positioned in parade rest. Jim couldn't help but snort at her obsession with formality.

"And here I thought you'd be late," she said dryly, without even looking at him.

"Me, late?" Jim put a hand on his chest as if wounded. "I'm always punctual."

"By a hair's breadth," Blake sighed.

Jim noted how her hair was perfectly combed and pulled back into a severe bun, how her uniform looked freshly pressed and pristine. She even wore the gloves regulation didn't require unless they were performing drills. It made him suddenly self-conscious of his uncombed still-damp hair and the uniform he hadn't even checked for wrinkles.

Blake caught him staring and her eyebrows lowered into a stern look. "What?"

"I was just, uh, you look sharp today." Jim realized how that sounded and backtracked. "That is, you're probably gonna get dirty, so you might wanna lose the gloves."

"About yesterday," Blake responded, not even acknowledging his statements. "Jim, there's something I need to tell you."

Jim blinked. Was she actually going to apologize?

"There's a reason I wanted to win so badly," she confessed, and her expression told him it was a confession she dearly did not want to make, but for some reason felt obligated to. "I didn't tell anyone because I thought it would make me look bad, but I guess we're past that now. I – "

Amelia's office door swung open and Blake fell silent. The Admiral stood in the doorway and glanced at the pair, then gave an approving _tsk_. "In here, both of you."

Jim allowed Blake to go first. Amelia's study wasn't too dissimilar from the one she had occupied aboard the RLS _Legacy_; it had just the right mixture of function and luxury to suit her position. An astrolabe rested beside the stack of papers on her desk and he could see star charts underneath. A massive window adorned the back wall, giving her a clear view of the stars. Ships practicing maneuvers sailed in the distance and the sight of them tugged at Jim's heart.

He was distracted from the view by a presence he did not recognize. A tall man, a Leonid, with a mane of auburn hair nearly the same color as his maroon uniform. His chest bore more medals than Amelia and he moved with an air of authority. Jim got the impression this man had been waiting for them. He also got the impression the man was incredibly cross.

"Vice Admiral, these are the cadets in question. Your Valerie and one James Hawkins. I believe you read about him in the report on the _Legacy _incident."

Jim had the resist the strong urge to let his mouth drop open. _Of course it's THAT Vice Admiral. _Now that he thought about it, Blake – _Valerie – _resembled her father greatly, except her hair was reddish-gold. He met the Vice Admiral's sour gaze with an even stare, holding it even as he saluted. "Sir."

"I read the reports, yes. I distinctly recall the speculation that his brief, albeit close, acquaintance with _unsavory _company might affect his performance. I am disappointed that such speculation has been proven correct."

Admiral Blake's clipped accent was exactly the same as Valerie's, but came across as much more snobbish. Jim decided then and there this man would have to earn his respect. He held the salute for several more seconds and lowered it deliberately when Blake did not return it.

"Any deviant behavior on Mr. Hawkins's part is entirely due to his own impulses, not some foul influence," Amelia stated, in a tone that was trying to be assertive but couldn't mask protectiveness. She closed the door, locked it, and walked to her desk hurriedly. "The matter at hand is related to an episode much more recent and involving unseemly behavior from both Mr. Hawkins _and_ Miss Blake."

"So I understand," the Vice Admiral said. "And what do you have to say for yourself, Cadet Blake?"

Jim glanced over at Valerie. Any trace of yesterday's despair was wiped clean, replaced by a determined yet sort of wary look. "That I have no excuse, sir," she replied, her voice steady.

"I should hope not. I raised you better," the Vice Admiral growled. "And you, Hawkins?"

"No excuse." Jim squared his shoulders and made sure he was standing as straight as possible. "Sir."

Blake's frown deepened. "Very well," he remarked as he turned toward the window. "Admiral Smollett, what is your recommendation for the manner by which they shall rectify this grievous bout of immaturity?"

"Two weeks of manual labor, Vice Admiral. Supervised by myself and carried out with no allowance for dalliance. I've already compiled a list of duties in need of completing." Amelia's arms folded as she spoke, allowing herself a small smirk. "Chiefest among them being the removal of several hundred barnacles attached to the exterior of the zero-gravity acclimation chamber."

"A splendid contrivance on your part, Admiral." Blake sounded pacified by this but his glare was no less scathing as he turned his back to the window and beheld the cadets. "I expect better from you. From _both_ of you. Either of you could easily be at the top of your class and here you are squandering your time here over petty rivalry. Unfitting conduct for future commanders of Her Majesty's Navy. Perhaps two weeks of humble service to this fine institution will adjust your perspective so that you may leave such bickering behind."

"Yes, sir," Valerie said softly. Sadly.

"Vice Admiral, if I may." Amelia's tone was surprised and she looked up from her desk, a freshly-opened letter in one hand. "I believe a minor change of plans may be in order."

Blake went to Amelia's side in a few short strides and peered at the letter. Jim saw his expression shift from haughty to bewildered, then to something resembling grim resignation. "Change of plans indeed," he muttered. "Outside, both of you. There is a matter I must discuss with the Admiral."

Jim couldn't wait to put a closed door between himself and Vice Admiral Blake. From the way Valerie hurried alongside him, she couldn't either. The door latched behind them and they both breathed a sigh of relief. Valerie's cheeks were pink from tension and she ran her hands through her now-loose bangs to calm herself. "Perhaps... maybe, just maybe, they'll have to shorten our punishment," she mused.

"If we're lucky. Neither of 'em looked too happy over whatever was in that letter." Jim slouched against the wall, grateful for a moment to relax. "So, um. That's why you wanted to win, huh."

Valerie was silent for a few seconds. Muffled voices could be heard from inside the study as Amelia and Blake discussed whatever was bothering them. "Father – the Vice Admiral – he's here working on a project, something the Navy wants to test here at the Academy. He'll be here for over a month. He's never seen me... well, I just wanted to show him what I could do. He was here yesterday and probably saw the whole thing. I got carried away by my emotions and made a fool of myself."

She realized who she was talking to and her eyes narrowed. "Breathe a word of this to anybody and I'll make sure you're sorry," she hissed.

"Hey, your secret's safe with me." Jim raised both hands in a helpless gesture. "They've kinda got us handcuffed together, so the last thing I'm gonna do is spread rumors."

"Heaven forbid they go _that_ far." Despite everything, a small nervous laugh escaped Valerie. "You're lucky, you know. Your parents don't come here and berate you every time you make a mistake. As much as I want to impress... sometimes I wish I had that freedom."

Jim's mouth opened as a retort made its way to the tip of his tongue, then he clamped his jaw shut. _She doesn't know what she's talking about, she's upset, she's not thinkin'. Let it go, Jim._ Nevertheless, nearly a decade's worth of abandonment issues welled up and clogged his thought process upon hearing her words. _Freedom? What freedom? I mean yeah, the Vice Admiral's kind of an ass, but... _He looked away from her and sighed. There was no point in "beating a dead zaftwing," as his mother always said, over the issue. That didn't make it hurt any less, though.

Valerie noticed his crestfallen look and realized she had blundered. "Hey, are you alright?"

"Yeah, yeah, I'm cool." Jim shrugged. "Stressed out, y'know?"

They both stood at attention as the door opened. The Vice Admiral beckoned for them to come in. "There has been a minor alteration to your sentence," he declared as he closed the door behind them. "I have reviewed new information of importance and my decision is to transfer the handling of your punishment to another overseer."

Jim looked over at Amelia, hoping she caught the note of pleading in his face. If she did, she gave no sign. More than anything she looked nearly as cross as Blake now.

"A former colleague of mine will be arriving tomorrow and staying indefinitely as an assistant instructor," the Vice Admiral continued. "It is my belief that allowing her to handle the two of you will help ease her into how things are run at this Academy and introduce you to her very _particular_ brand of discipline. An arrangement from which both parties will benefit greatly."

"Wait, what?" Jim blurted.

"Hold your tongue," Blake snapped. "You will both report here tomorrow morning after your meal and from then on your service to the Academy will be managed by Commodore Phillips. I have known her for over twenty years and I can _assure_ you that she is not to be trifled with. If I did not place such trust in her ability to administer order I would not bother assigning either of you to her supervision."

Jim couldn't believe what he was hearing. Amelia was someone he trusted implicitly, someone he would follow into hell, and here some bigshot thought he could just... _change_ things up and entrust two cadets to someone they had never even met. The look of dawning realization mixed with unease on Valerie's face didn't help, either.

"That is all. You are both dismissed."

As Jim moved to leave the room, he risked one last look at Amelia. She met his gaze but firmly shook her head. _No fussing_.

His brain struggled to process this new information as his legs moved on autopilot, carrying him back in the direction of the cadet quarters. Valerie jogged to match his quick pace and emitted an exasperated noise. "Slow down, you're walking too quickly."

"So that's it? That's his brilliant plan? Dump a couple of wayward cadets on someone completely new to this place, someone we don't even know..."

"Jim."

"... I mean, what does he expect us to do, give her a tour? How's she supposed to learn anything making us polish all the doorknobs? What if she gets _lost_..."

"Jim!"

Valerie cut in front of him and halted, facing him. "I know who he's talking about, okay? I've met her once or twice before, back when Father would take me to formal events all the officers went to. It's not like she's a complete stranger to me."

"Really? Huh." Jim took a step back, skeptical but intrigued. "What's she like, then?"

"I only remember bits and pieces. I... didn't exactly meet her face to face, but Father talked about her sometimes. Said she was brilliant, but the way he described her she sounded a bit scary. She's not a proper Naval officer, see."

"I'm listening."

"A privateer, Jim." Valerie sounded enthralled by the notion. "A sanctioned mercenary. A _pirate hunter_. One of the best."

Jim wasn't sure how he felt. On one hand he wondered how such a person could be useful as a teacher in an environment that required didactic skill and patience. On the other hand, he found himself accessing thoughts and feelings he rarely indulged in due to their sensitive nature. Things he never discussed with anyone but Amelia on occasion. The sight of a black flag flying where the _Legacy's_ Imperial standard should have been came to mind...

As he trailed after Valerie on his way back to his room, he couldn't help feeling a flicker of curiosity overcome the dread that had settled in the pit of his stomach.


	3. The Arrival

The mess hall buzzed with chatter as cadets polished off platters full of assorted breakfast foods. Jim's platter consisted of merely porridge and a couple of purps, whereas Triona and Onyx had both loaded up on more appealing courses. His excuse had been keeping his fare light for the sake of his nerves. It wasn't at all untrue.

"So let me get this straight." Triona finished her bite of fried potatoes and continued. "You and Her Highness are gonna be working for somebody no one has even met yet, somebody completely new to the school. That's bonkers."

Jim didn't respond, merely stirred his porridge languidly and tried to ignore the sound of Francis practically inhaling his plate further down the table. Sleep had eluded him the previous night and already he was irritated at the world in general for failing to give him a break. He tried to forget the sight of dark bags under his eyes in the mirror and hoped the fact that he'd actually pressed his uniform would make up for it.

"Perhaps it's not quite as bad as it seems," Onyx suggested.

Both Jim and Triona glanced over at their teammate incredulously. "Usually _you're_ the one who can't stop fretting about stuff," Triona remarked. "So what gives?"

"Well, I'm merely suggesting that maybe a dune is being made out of a dirtpile..."

"Mountain out of a molehill," Jim corrected with a yawn.

"Yes, however it goes." Onyx let out a huff. "Point being, have you actually bothered to research this person?"

"I got some information from Blake," Jim said casually. "Said it's a _she_ and her name's 'Commodore Phillips'. I've never heard of her."

"You mean the Hero of the Verge Crisis?" Onyx gasped. His rocky hands slammed down on the tabletop with enough force to send Francis's plate up into his own snout. "Upon my word, did you learn anything else?"

"Why is it everyone but me seems to have heard of this person?" Jim grunted, surprised by Onyx's enthusiasm.

"And me," Triona added.

"Well, it's more like – I suppose if either of your parents were in the Navy you'd overhear things. My father is especially loquacious on matters pertaining to notable events and persons."

"Hm, yeah, guess I'm not so lucky there," Jim muttered. "So what do you know?"

"Only that she's the most successful pirate-catcher in nearly a century," Onyx declared almost proudly. "If she'd been around when rogues of Flint's caliber terrorized the trade routes, I doubt their legends would even exist today."

"What's this about legends?" Finch piped up. She seated herself beside Onyx and looked from face to face eagerly. "Oh come on, let me in on the scoop, will ya?"

"There's a new instructor arriving today," Onyx told her. Compared to his hulking form, her slender avian build made for a nearly comical contrast. A crest of sky-blue feathers adorned the top of her head and her pallid skin was covered in iridescent silvery scales. "One Commodore Phillips. I was just relating my knowledge of her to Jim here, as he's unfamiliar with the subject."

"Oh! That's..." Finch tilted her head, brow furrowing. If her beak allowed it she would probably be frowning. "Awfully odd, don't you think? I mean, it was only six months ago that-"

"Don't look now," Triona murmured, looking past Jim with a somewhat awed expression. "But I think that's our Commodore right there."

Jim immediately turned in his seat. Sure enough, there was a small cluster of officers entering the mess hall, strolling in a manner that suggested they were merely there to observe. Amelia was among them and seemed to be leading the group. Vice Admiral Blake trailed to her right, his glum gaze sweeping over the cadets as he walked, and Jim recognized the third as Colonel Wilkes, the resident fencing instructor and astronavigation expert. The fourth, however, was another matter entirely.

She was _short_. Human, but short; Jim probably had six inches on her. She had gray-streaked dark hair tied back in a ponytail and wore an eyepatch over her left eye. Her uniform wasn't even proper, more like an outfit she had put together herself that vaguely matched Navy standards. She walked with a cane but her quick gait suggested it had uses besides mobility assistance. Her crimson overcoat had tails that hung down past her knees.

What struck Jim was how she looked at everyone. Admiral Blake was unpleasant but his sour look was one of critical scrutiny, not distaste. This woman glanced around the room as if expecting a threat to appear. She hung back a little from the main group, seemingly disinterested in whatever Amelia was saying.

"Well I'll be jiggered," Triona mused. "So that's our living legend?"

"Hard-bitten, ain't she?" Francis observed, having polished off his breakfast. "Yeesh. I mean, look at her face. S'like something took a blender to it."

Finch hissed and kicked Francis under the table. "Pipe down," she warned.

Sure enough, Phillips had a couple of scars etched across her face; one on her right cheek and a small one bisected by her mouth.

Jim found himself staring at her and feeling a sense of wonderment. If Amelia and the other officers were polished sabers, this one looked like a battle-ax; a _small_ battle-ax, but roughshod nonetheless. There was something intimidating about the way she carried herself but it only fanned the flames of Jim's curiosity.

He would never say it out loud, but she looked a bit like a pirate. A pirate with expensive taste.

The mess hall had fallen nearly silent now. It seemed there were other cadets with knowledge of the new arrival's uncanny status. Phillips slowed to a halt as she seemed to realize all eyes were on her. She turned her head slowly, deliberately, surveying her surroundings like a conquering general.

"As you were," she snarled, and continued on her way. She caught up to Amelia and the other officers, who were conversing with the cooks. Conversations resumed in whispered tones in her wake.

"Ohhh Jim. I don't envy you," Triona breathed.

Jim didn't answer. He picked up one of the purps and bit into it, savoring the tart flavor as he kept watching Phillips through half-lidded eyes. She didn't interact with anyone, simply stood there while everyone else did the talking. She didn't take a sample of the cuisine when it was offered. She didn't smile. If anything... she looked as if this was the last place in the universe she wanted to be.

He allowed his gaze to wander and spotted Valerie seated by herself at one of the tables nearest the exit. Her team was seated elsewhere and he wondered if they had ostracized her because of what happened the other day. She was watching Phillips as well and she looked anything but pleased.

"I'll, uh, see you guys later. I'm gonna go take care of something," Jim announced, standing up. He stuffed his remaining purp into his pocket and gave his teammates a mock salute. "If I don't come back at the end of the day, divide my possessions among yourselves. Except for you, Francis."

"Hey!" Francis squinted indignantly. Then he saw that Jim hadn't finished off his porridge and slid the tray toward himself, a greedy look on his face.

"You'll be in our hearts," Triona said sweetly. "Try not to mouth off to her. She looks like she might pull out your tongue."

"And for heaven's sake, see if you can get her to regale you with tales of her exploits!" Onyx insisted. He then looked away contritely. "Er, at her convenience, of course."

Jim rolled his eyes but couldn't help grinning. He made his way past tables until he reached Valerie's position. She couldn't see him coming since her back was turned and she was still looking over at Phillips. He slid into the seat beside her and, after a few seconds had passed, cleared his throat.

Valerie flinched. "Oh, it's you," she sighed. "I suppose you know who that is, then?"

"I have an idea," Jim answered. He glanced down at her plate and saw only a half-eaten piece of toast. His hand fished for the purp in his pocket. "Say, uh, you like purps? They're a big deal back on Montressor. You can juice 'em, you can cook 'em, you can-"

"No thanks," Valerie interrupted. "I'm not hungry."

The party of officers exited the cafeteria. Phillips gave the room one last cross look before allowing the doors to close behind her. Immediately the conversation volume went back up, even louder than before now that there was fresh gossip. Jim helped himself to the purp and gestured at the rest of Valerie's team, seated two tables away. "Everything okay?"

"It's none of your business," Valerie replied calmly.

"Y'know, if we're supposed to work together, you might wanna lose the whole _touchy_ thing."

"Just because we were unfortunate enough to land ourselves in the same predicament doesn't mean we have to be friends." Valerie folded her arms, her leonine features conveying displeasure. "And I mean that, Hawkins. We're not the same, you and I."

"What's that supposed mean?" Jim demanded.

"I was born to do this. To be here." Valerie clasped her hands together on the tabletop and looked away from him. "My mother was an officer too. She gave her life for the Empire. There's nothing else I'd rather be. You... I spoke with my father last night. When he finished lecturing me, he warned me not to further acquaint myself with you. He said you let a _pirate_ go free."

She might as well have kicked him in the groin. Jim immediately tensed, biting down on his temper and striving to remain calm. "He _what_?"

"My father doesn't lie, Jim." Valerie looked him in the eye and he saw true contempt in her gaze. "So don't bother trying to tell me he's mistaken. Amelia may vouch for you but I..." Her voice wavered slightly. "Pirates killed my mum. They're an _evil_ lot, and you never release one back into society. They hang and the galaxy's a safer place."

Jim fumbled for something to say, something to persuade her there was more to the universe than her black-and-white suppositions, but decided now wasn't the best time. "I'm... sorry?"

"I don't care if you're sorry. You're not my friend." Valerie's tone was matter-of-fact and the conviction with which she spoke made Jim's blood boil. She stood and dusted the crumbs off her lap, then nodded politely. "Good day, Mr. Hawkins." With that, she turned and marched out of the mess hall.

Jim remained where he sat. _Stunned_ was an understatement for how he felt. He hadn't even thought of her as a friend yet, just someone he knew well enough to feel concern for. Her words replayed like one of his mother's holostills, sounding more and more conceited each time he reviewed them. He realized he was crushing his napkin in his right fist and released it.

_What... what does she even get from this, some kind of weird satisfaction that she's so righteous?_ He glanced over at what remained of her toast and gritted his teeth. _That was totally, completely uncalled for! As if I'd ever want to be her friend when she's that much of a stuck-up!_

As angry as he was at Valerie, it was her father he felt the most animosity toward at the moment. Amelia had _never_ blamed Jim for Silver's escape, had never even bothered to question the boy over the matter. The official report simply stated that the pirate had taken advantage of the circumstances and stole a longboat to escape. Jim didn't regret his decision to step aside, but knowing Blake had jumped to conclusions and used them to turn a potential ally against him... it was atrocious. It meant that unless something drastic occurred, Jim would never respect Blake as a true superior.

It also meant that the Commodore, supposedly an old acquaintance of Blake's, might already have good reason to formulate a negative opinion of Jim if the Vice Admiral told her his all-too-correct suspicion.

Jim stood up and picked up Valerie's plate. _She might be all that, but at least I know how to clean up after myself_. He deposited it with all the other dirty dishes and stalked out of the mess hall with his hands in his pockets. His bangs fell down over his eyes but he didn't bother combing them back. His was an old and familiar anger, the same kind of seething fury that accompanied knowing you'd been dealt an undeserved bad hand by the world. It had awakened the day he watched his father walk out the door for the last time. It had reached its zenith shortly after the mutiny...

… and now it burned anew as he realized all of his efforts here, all of his planning and striving, might be undone by a mean-spirited but educated guess.

_Like hell I'll let some pompous blowhard get away with that_. _Two years ago I didn't have a future. Nobody has the right to take this away from me. NOBODY. I worked for this, I went the extra mile... I still have nightmares about Scroop, for crying out loud. For just once in my life, can I get what I want without having to deal with this mess?_

He wished he could talk to his mother, Doppler even, air out his feelings and get some advice. But despite being surrounded by people here, he felt utterly alone. Triona, Onyx, Finch – they were friends, but they didn't know what kept him up at night. They didn't know about his father, about the time he spent in juvenile hall, about most things he wasn't comfortable discussing. Onyx had no idea Jim still wrestled with guilt over his uncle's death. None of them knew he had as good as killed Scroop when he sent the malicious alien hurtling into space. And Amelia, who knew most of the skeletons in his closet but never acknowledged them in conversation, was hardly in a position to console him at the moment.

The one person he wanted to talk to more than anything, he _knew_ would probably never be part of his life again.

_And yet you still cause trouble for me, you old cyborg,_ Jim thought as he headed for Amelia's study. _Here's hoping it doesn't ruin my life, yeah?_


	4. Truthseeking

The scene unfolding in Amelia's study when Jim arrived didn't appear very promising.

Amelia sat at her desk (looking rather dismal, Jim thought) while Admiral Blake and Commodore Phillips stood at opposite ends of the room. Valerie was already inside and didn't bother turning to look at him when he entered the study. Jim acted as if she wasn't even there, instead standing off to the side and devoting his attention to the three officers who currently held his fate in their hands.

As he expected, Blake didn't bother returning his salute. Phillips, on the other hand, snapped off a quick mimicry of his action and gave him a once-over. "At ease," she commanded, and Jim allowed his posture to relax somewhat.

"Commodore," Blake began, giving Jim a disdainful glance as he did so. "This is Cadet James Hawkins, whose troublesome background I related to you briefly this morning. I-"

"Yes, Charles, you were exceptionally eager to list such _grievous_ offenses in alphabetical order. While I was sorting my luggage, no less." Phillips raised her right hand and studied a ravel in the seam of her glove. "Do be a dear and refrain from repeating yourself, aye?"

Blake's bewildered expression was more than enough to satisfy Jim's wounded pride – for the moment, at least. The Leonid was probably a full head taller than Phillips but it was suddenly clear which of the room's occupants, sans Amelia, had the biggest ego. Valerie had gone pale and was staring at Phillips in disbelief.

"May I introduce Commodore Catherine Phillips, our most recent faculty addition and combat instructor." Amelia didn't sound very thrilled, but she remained professional as ever. "I shan't bother glossing over the circumstances which landed Mr. Hawkins and Miss Blake here, as I now see you've been fully informed by our good Vice Admiral."

"He was _quite_ thorough," Phillips remarked. She stepped closer, brow furrowing as she got a better look at the two cadets. "So this is what I've got to work with, is it? Hm." She swatted her cane at Jim's shins and he stepped away reflexively. He expected her to criticize him for doing so but instead she appeared mollified. "Well at least they aren't _boring_," the Commodore mused.

Everything about her reminded Jim of some predatory creature, all points and hackles. From her sharp cheekbones to the cut of her clothing, she exuded a sense of danger that _might_ be dormant, but could rear its head at any time. Jim felt a shiver run down his spine. Nevertheless, he had stood up to armed pirates once without batting an eyelash. This woman would not see him cower.

And so he met her gaze without flinching. "If I was boring I doubt I'd be here in the first place," he responded.

A sigh came from Amelia's direction. Phillips' remaining eye narrowed. "Cheeky," she spat. "I can work with that."

"Excuse me, er, ma'am," Valerie offered, trying to smooth out the tension. "It's an honor to be placed under your command, it really is."

"Oh, don't be ridiculous." Phillips waved dismissively and cast a disdainful look in the Vice Admiral's direction. "I highly doubt you'll be singing the same tune once I'm through with you, believe me."

Valerie seemed to shrink. Before the events of this morning Jim might have felt sorry for her. Now he didn't even bother.

The situation was beginning to make more sense to him the longer he paid attention to the people around him. The Vice Admiral had obviously pulled strings to have his way and put Jim and Valerie under Phillips short-notice, an action the Commodore did not agree with but could not fight due to Blake's rank. Right now Blake looked like a scolded child fighting for something relevant to say, while Phillips seemed to fill the room with an aura of barely-contained contempt. Amelia, meanwhile, looked like a babysitter on the verge of slapping her charges.

He fought the urge to grin. This was a far cry from what he had expected – hardly the best-case scenario, but far from the worst.

"Perhaps you wish to take this elsewhere? Your own office, perhaps?" Amelia suggested with a smile that more closely resembled bared teeth.

"Perhaps I do," Phillips replied curtly. "I could use some help unpacking and setting up my study, considering how I've been so _unfairly_ detained all morning."

"I'll gladly escort you there, Catherine," Blake spoke up. "As a board member of this esteemed Academy, I'm more than happy to-"

"You gladly will not, and don't _Catherine _me." Phillips tapped her cane against the floor for emphasis. "I know where it is. You two, fall in and march."

With that she turned and headed out the door. Jim didn't hesitate to follow her, though he caught a glimpse of Valerie whispering pleadingly to her father as he passed through the doorway. _Serves her right_, he thought.

For a woman with short legs, Phillips had an awfully quick stride. Jim found himself working to keep up with her as she made her way down the hallway. Her overcoat flapped behind her as she walked. They passed by other cadets and instructors but she paid them no mind, stalking past them as if they weren't even there. Jim saw the startled looks and couldn't help feeling amused.

She came to a halt in front of a huge wall-mounted painting depicting the Battle of Proteus One. "Hawkins," she said sharply, without even looking at him. "What is your opinion of this artwork?"

Jim studied the painting. Amelia had mentioned her own skirmishes with the Protean Armada once, but never in great detail. The artist who rendered this particular scene had obvious skill with a brush... but didn't seem to quite grasp how proper strategy went. It was a beautiful painting to be sure, but grossly inaccurate.

"Well, um." Jim shifted his weight. "Uh, the fleet is... it's all out of order, ma'am. They've got destroyers picking off enemy clippers and gunboats engaging the enemy man-o-wars. And the sails on that frigate? They're _backwards_."

"It's ugly," Phillips sneered. "An eyesore and an insult. I'm going to burn it."

"My father commissioned that painting himself," Valerie intoned, having caught up to them. She hadn't overheard their exchange. "It's a tribute to those who died."

Phillips grunted. "Could've guessed as much," she muttered before resuming her stride.

Valerie looked stung. Jim turned and followed after Phillips without delay, trying hard not to grin. As much as he still dreaded what was to come... somehow he felt as if he and the Commodore had already reached some sort of unspoken understanding.

* * *

><p>"I thought you said you knew her quite well."<p>

Amelia slouched in her chair, a holodisk in one hand as she flicked through projected images of her four youngsters and their father. "For an old friend she was awfully _cranky_, don't you think?"

"It's been over half a year since I saw her last," the Vice Admiral said. He stood by the window, hands clasped behind his back as he stared out at the stars. "Half a year she's been out of the field as well. It stands to reason that she's having a rough transition after what happened."

"Arcturus," Amelia murmured. "And you're sure she's fit for duty so soon?"

"It's whether she _thinks_ she's fit that's the problem. You know how it is. Some never bounce back."

"And some come back wrong," Amelia countered. "Don't think I don't trust your judgment. You have your daughter to consider, after all. But I must state my concern for Jim as his sponsor here."

"He seems a resilient lad. Not everyone could go through what he has and keep on going as if nothing happened," Blake mused. "If I recall it was _you _who put him under the tutelage of one John Silver. A _pirate._ I see no reason why the Commodore should worry you after such an oversight."

"An oversight which I have sworn shall never occur again." Amelia shut off the holo and sat up straighter. "Your persistence in the matter is what worries me, Vice Admiral. There is nothing about Hawkins to suggest that any lingering negative influence from his time spent under Silver's care remains. Do not blame the boy for my errors."

"I do not. But he is undeniably _unique_, is he not? His record is fraught with minor incidents, all of which he has endeavored to talk his way out of with excesses of charisma, mind you. His combat skills are mediocre but he manages to score because he uses trickery. I saw my own daughter _mimic_ his tactics as they fought over that dratted flag. His concept of honor is... shallow, in my eyes."

"If it's Hawkins you're worried about, send him back to me and let Phillips handle your daughter," Amelia stated. "I'm well aware of the lad's various shortcomings, but I will say this: he has improved vastly since he was my cabin boy. He is _trying_. If you have filled the Commodore's head with negative opinions of Hawkins already then you have done him a disservice."

"I only shared my concerns as a father," Blake growled. "Would you do any less for one of your daughters?"

"That is hardly the point. Jim is no threat to Valerie or I'm a spaceport floozy." Amelia leaned forward, resting her elbows on her desk. "Do try to see him in a more favorable light, will you?"

"I suppose I shall make the effort," Blake sighed. "It is... disquieting, dealing with talk of pirates and mutiny. Perhaps I have projected too much onto the boy, as he was only caught in the middle of an undesirable situation."

Amelia appeared pleased by this admission. "Speaking of pirates," she said, picking up her astrolabe and brushing dust off of it. "That vicious fellow from the Battle of Arcturus. What did you say his name was? I don't expect I shall get a word out of Phillips on the matter, nor do I wish to."

"I believe he calls himself _Ironbeard_," Blake replied. "Seems full of himself, that one. But he's not one to underestimate. They're calling him the next Flint, you see – he disappears as soon as he strikes. Likes to prey on Naval tenders instead of the usual merchant ships. Almost as if he's collecting weapons and supplies instead of loot."

"Amassing an arsenal?" Amelia's eyes widened, her slitted pupils dilating.

"I wouldn't bother reading too much into it," Blake assured her. "I've ensured the patrols are doubled and our tenders have better escorts. There are vermin who believe the age of piracy will last the century but they are mistaken; soon there will be no need to fear such rogues. Even the talented scamps will be forced to choose between honest living and the noose once we unveil our full strength."

"Which would be your special projects, I assume."

"Precisely." Blake smiled; it was a confident smile that bespoke volumes of pride. "Soon there will be nowhere for the filth to run."

* * *

><p>Boxes. So many boxes. Phillips' study looked more like a storage closet at this stage and she didn't bother masking her displeasure. "What do they expect me to do, sleep on crates? This is rubbish," she snapped, striking the nearest box with her cane. "Absolute rubbish!"<p>

Jim paused, his arms loaded down with thick books. "Where do you want these, ma'am?" he asked, his voice somewhat strained.

"Over there on the bookshelf, second level," Phillips told him. "Don't bother straightening them, I'll get to that later."

"What about this?" Valerie held a large model ship, cradling it carefully.

"On top of the bookshelf, a bit to the left." Phillips looked around expectantly then sighed loudly. "Scratch that, I'd like it over there – right there at the end of my desk, by the star charts."

"Yes ma'am," Valerie managed as she barely avoided tripping over a box in her way.

So far they had spent an hour unpacking items Phillips wasn't willing to put in storage. She had an interesting collection of oddities ranging from rare teas to a large chunk of petrified wood she claimed came from Earth. She had a lot of clothing but not a single dress; she favored men's suits and waistcoats over more feminine items. She seemed to have odds and ends from every corner of the galaxy, which fascinated Jim.

He pried open another crate and stopped short. There was a small painting nestled in among folded shirts and he grasped it gingerly as he studied it. A dark-skinned young woman with long hair smiled up at him, her arm entwined with that of a tall and fair-haired gentleman. It took Jim a moment to realize the woman was _Phillips_. She certainly looked different in the picture, what with her rosy cheeks and the white dress...

"Give me that," Phillips demanded. She took the painting from him and strode over to her desk, dumping it into a drawer which she then slammed shut. "Don't go sticking your nose where it doesn't belong or you might well lose it," she warned.

"Y-yes ma'am," Jim answered, feeling sheepish.

"I'm warning you, Hawkins, I won't tolerate shenanigans." Phillips leaned on her cane and scowled at him. "I'm not here to coddle you or lead you by the hand. I expect nothing less than absolute obedience at all times."

"I don't expect you to do me any favors, ma'am," Jim told her.

"Of course not. If you did I'd probably kick you."

Her way of speaking intrigued him. One minute she was breathing threats, the next she was nearly sarcastic. _Nearly_ being the key word; he didn't doubt for a minute that she would kick him.

_Okay. Might as well say it now or never._

"So, uh. I guess you know about the whole Treasure Planet thing," he said casually.

The sudden silence was awkward and uncomfortable. Phillips held his gaze for a full six seconds before glancing over at Valerie. "Blake. I need you to deliver these to your father; he must have left them here when he visited me this morning."

Valerie frowned as she looked at the papers Phillips was handing her. "But ma'am, these are yours-"

"Deliver them to him regardless," Phillips insisted. "Off you go."

Valerie left the study, but not before shooting Jim a puzzled and slightly irritated look. Jim swallowed hard and prepared himself for what was to come. "Look, I..."

"Charles voiced his concerns about you this morning. Rather _loudly, _might I add." Phillips closed the door and locked it, then went back to her desk. She seated herself, appearing displeased with the quality of her chair as she did so. "A former delinquent, a _felon_, whose tenure as cabin boy aboard the RLS _Legacy_ was spent under the influence of a criminal. I am well acquainted with your record, indeed."

Jim clenched his right fist. His brow knitted but he kept his composure. _You instigated this, now don't screw it up_.

"The official reports state that Silver quitted himself of the _Legacy_ shortly after escaping the destruction of the artificial world," Phillips continued. "Not a word is mentioned of your involvement on paper. I detest being force-fed rumor and personal opinion in place of solid fact, you see. In fact I _loathe_ such pointless drivel. Charles has his own reasons for insisting you are guilty and I have my own reasons for believing he is overstepping his bounds."

"You... you do?" Jim asked, daring to hope.

"I shall not divulge them to you, but yes," Phillips smirked. She had a lopsided smile that suggested the left side of her face didn't work quite right. "But above all I value the truth. You are an honest lad, aren't you Hawkins?"

"Yes ma'am," Jim answered. _As much as I can afford to be._

"Then you will understand why I am asking you this question. Did you or did you not willingly and voluntarily allow John Silver to escape?"

The hope welling up in his chest deflated instantly. She had him pinned now; she had been planning to ask him this all along, ever since Blake brought it up. Now that he had practically invited her to, there was no escaping the question. His palms suddenly felt sweaty and his throat had an unwanted lump in it. He could easily lie, could tell her exactly what the report said and be done with it. There was no reason besides Blake's nitpicking why she should believe otherwise.

Except she wasn't like the other officers. She was a pirate hunter. An outsider. And from the way she looked at him right now, as if he were caught in her crosshairs, he realized she _knew_ without having to be told. She had already made her conclusion. And she _expected_ him to tell a lie.

"It is Blake's belief that he bribed you with the same treasure you used to rebuild your mother's inn," Phillips added. She steepled her fingers and closed her eye. "You were what, fifteen at the time? Hardly in any position to refuse such a thing. Perhaps you might have been cut down had you put up resistance-"

"No," Jim interrupted.

Phillips opened her eye and leaned forward. "Elaborate."

"Look, I-" Jim realized he was making a major blunder here. It was probably in his best interests not to breathe another word about Silver, but something inside of him simply refused to let her keep making assumptions. "That treasure, it... he could've gotten away with a lot more if he hadn't..."

"Out with it, then!" Phillips snapped.

"He saved my life instead of taking a boatload of treasure, okay?" Jim blurted. He realized he was _angry _and it spurred him onward. This was something he had never discussed with anyone, not even his own mother, and it demanded to be said after staying secreted away in his heart for so long. Somehow keeping his good name unsullied came second to setting the record straight at the moment.

"Look, it's... it's complicated, and... I wouldn't be here right now if..."

"So it's true, then." Phillips had a gleam in her eye that worried Jim. "You rewarded him by letting him go."

Jim didn't answer but his silence was enough of a confirmation to satisfy her. She sat back in her chair and folded her arms, studying him as if he were an interesting bacterium under a microscope. "So that's that," she remarked. "It's been two years and you're still harboring sentimentality. Well, that won't do in the least bit."

"I know what he did was wrong," Jim argued. "I get that. I almost _died_ several times."

"But could you fulfill your duty if you were to encounter him as an officer of Her Majesty's fleet?" Phillips demanded. "Could you enact justice without allowing your personal feelings to get in the way, hm?"

Jim felt utterly miserable. _And there it is_. The question he avoided with all his might, finally out in the open.

"That is the question which requires an honest answer, James," Phillips told him. There may have been a hint of sincerity in her tone – or perhaps it was patronizing. "We're going to figure out what the answer is, you and I. It's a big, bad universe out there, with no room for indecision or error. You win or you lose. Live or die. If you can't decide which side you're really on, perhaps you shouldn't play the game at all."


	5. The Unexpected

"_Perhaps you shouldn't play the game at all."_

_What kind of an answer is that, anyway? Is she always so dramatic?_

Jim stared at the ceiling. It was dark now, three hours into the eight that made up the "night" cycle aboard the space station. He had given up trying to sleep a full hour ago since his nerves put him on edge; every sound, from the ticking of his clock to Francis's snoring, assaulted his hearing like nails on slate.

He was worried. Worried about the dilemma at hand, but also worried that he hadn't seen Morph in two days. He was used to the little shapeshifter's antics but never had the playful blob been gone this long. Having Morph around kept him occupied enough not to dwell constantly on his problems, especially since the Protean creature made a habit of coaxing Jim into games and silliness. As annoying as Morph could be, he had an undeniable calming effect on Jim.

_Maybe that's why Silver was so fond of the little guy._

Thinking about his former mentor reminded him of his current predicament and he rolled over in his cot. Phillips had dropped their tense discussion after Valerie returned from her errand and they spent the rest of the afternoon rearranging the Commodore's furniture, which she complained looked "tawdry." It was hardly heavy work but she had promised a more severe load for the next day.

_Which is why I should be asleep right now..._

Agitation bloomed into real anger when Francis began muttering in his sleep. Jim considered throwing one of his pillows at his roommate, but resisted the urge and instead got up. He didn't even bother putting on his boots. He unlocked their door and slowly closed it behind himself after passing through the doorway, hoping Francis wouldn't wake. He then padded down the empty hallway, past rows of locked doors behind which other cadets slumbered.

He hadn't done this since the first half of his freshman year here. Back then he was still moody and restless, prone to episodes of isolation and depression as he worked through lingering issues. Adjusting to the Academy had been more difficult than his fifteen-year-old self expected it to be. At night he often sneaked out to the astronomy deck, where he could get a clear view of the stars overhead and simply lose himself in the vast majesty of space. He still remembered how to jiggle the lock _just so_ and pop the door open without tripping the alarm. Except when he moved to do so, he discovered someone had beaten him to it and the door was ajar.

Jim moved in on tiptoe and squinted as he identified a small figure sitting cross-legged in the middle of the vacant deck. A relieved smile twitched his lips and he made his way to join her, sitting down beside her and emulating her posture.

"Gonna tell me how much trouble I'll be in if I get caught?" Triona asked, her head tilted up as she watched the stars.

"You're talking to the _king_ of getting away with this kinda thing," Jim laughed. "I, uh... didn't expect to find you here. This used to be my thinkin' spot."

"Used to be? Seems like it still is."

Jim rarely saw Triona before she made herself up for the day. Her hair was _huge_. His respect for her ability to wrangle it into her wide array of styles escalated. "Well, I had kind of a weird day," he admitted. "Got a lot on my mind now."

"Uh-huh. So did she keelhaul you, hang you upside down or make you walk the plank?" Triona drew her legs up and hugged her knees. "C'mon, you know I love a good story about torture."

"She's just..." Jim sighed and stretched his legs out, watching as a distant comet trailed overhead. "Different, I guess. Kinda scary. Kinda _grumpy_." There was much more he could say on the subject but Triona didn't know the gritty details about the events two years back; he didn't really want to explain it all to her, either. For both their sakes'. "It's gonna be a long two weeks, that's for sure."

"I bet." Triona turned her head toward him, her brow furrowed as she looked at him. "Jim, can I ask you something?"

"Shoot."

"Have you ever just felt... lost? Like a... like a moon that's been yanked out of orbit, just wanderin' through space every which way."

"Once or twice." He said it casually but he felt a twinge in his chest as he did so. _How I feel right now, pretty much. _"Before I came here I wasn't exactly on the straight and narrow path. I did a lot of _wandering_."

"You never talk about it," Triona pointed out.

"Mmm, yeah." Jim flicked his bangs out of his eyes. "Never felt right, you know? I didn't want to load you guys down with stuff you didn't care to know."

"I wouldn't mind."

Jim raised an eyebrow. "So why's a genius like you feelin' lost?"

"That's just it." Triona seemed to curl up even tighter, and for a moment she looked even younger than she actually was. "I'm fifteen, Jim. You were fifteen when you _started_ here. I came in when you did, two years ago. I mean yeah, I'm smart, I'll say it without hesitation. I'm probably the smartest human that ever came from my home planet. But sometimes... sometimes I feel like I'm not ready to grow up just yet. Like I'm not really sure why I'm here."

Jim was taken aback. Triona had always struck him as being perfectly okay with her parents' decision to let her start officer school so early. Nobody had ever opposed her, as far as he knew, and most people respected her as the prodigy she was. She could easily keep up with students two, three years her senior. But perhaps he had been overlooking something all along.

"Not gonna say I know exactly how that feels," Jim offered, "but I might have an idea."

"Most people here, their parents are in the Navy or somethin' similar. You, though, your mom isn't. And you never talk about your dad." Triona sighed. "I feel like talking to my parents about all this just goes over their heads. They mean well, they really do. But they see me having cold feet as throwing away everything they hoped I could be. Me, I... I dunno, I just want to be a kid for once."

Jim remained silent for a moment. He knew his mother wouldn't be terribly disappointed if he decided to do something else with his life, but the way people would talk... of course he didn't want that to bother her. Amelia and Delbert would never fault him for being honest with himself if it came to that. But still he felt as though leaving the Academy would be a betrayal... not to everyone else, but to himself.

"So what would you rather do?" he asked.

Triona tilted her head, thinking. "Hm. Well, I don't honestly know. But isn't that the exciting part? Living your life without really knowing what's next, having a grand old time? I guess it's _freedom_ I want, Jim. And I'm sorry if it sounds... well, silly. But-"

"Silly? Pffft." Jim snorted. "Trust me, it's not silly."

"Don't worry, I'm not gonna jump the fence and run off tomorrow," Triona joked. "This is probably just lack of sleep combined with the side effects of Onyx's anxiousness. He's rubbing off on me, the big lug."

"You're the last person I'd expect to do something like that," Jim told her. "I'm glad you told me all this, honest I am. It, uh..." He glanced back up at the stars. "It helps put things in perspective."

"Cryptic." Triona reached over and shoved him lightly. "Glad I could help your _perspective_, then."

"Hey, I didn't mean it like..."

Jim's voice trailed off as he realized they were being watched. There was someone in the doorway. The dim light afforded enough visibility for him to identify their watcher; it was Valerie. She realized she had been discovered and bolted, the door swinging wide open in her wake.

"Who was that?" Triona cried, getting to her feet.

"Blake," Jim muttered, standing as well. "C'mon, we'd better get back to our rooms."

"If she tattles on us I'm gonna switch her britches out with mine, see how she likes three sizes too small," Triona grumbled as they headed for the door.

By the time they reached the hallway there was no sign of Valerie. "I don't think she'll tattle," Jim mused. "She's in enough trouble already. She had to be out past curfew to spy on us, right?"

"Point taken." Triona rolled her eyes. "Still, though. What gives? Kinda creepy, don't you think?"

They locked the door and sneaked back to the cadet quarters, taking care not to disturb anyone or anything as they went. Triona gave him a little wave before she disappeared inside the room she shared with Finch. Jim returned the wave, but his hand sank down and dropped to his side after her door closed. He trudged back to his room halfheartedly and let himself in, then flopped down on his bed. To his relief, Francis had stopped talking in his sleep.

_Why was Valerie spying on us? What's her deal? One minute she's saying we can't be friends, the next she's doing _that. _Did her dad tell her to do it? No, even he's not that obsessive. Is he?_

He would definitely confront her about it when morning came. For now, though, he needed to sleep. The brief rush of adrenaline had gone now and left him droopy. He burrowed down under the thin blanket that bore the Academy emblem and hoped that tonight's escapade wouldn't come back to bite him.

* * *

><p>"Wake up! Wake up wake up wake up-"<p>

Jim opened his eyes to see Francis over him, shaking him to wake him up. To his shock, his roommate was already fully dressed. "Didn't you hear? Ten minutes ago! It's an early wake-up call. We're being summoned to the parade ground."

Jim pushed Francis away and looked at his clock. Early wake-up call indeed – it was two hours early! He groaned as he realized he had only gotten two hours of sleep. "Whaaaaaat," he moaned, groggy and disoriented. "What gives."

"Dunno. But you'd better get a move on or you're space slag," Francis told him with a shrug.

Jim got up and staggered over to his bureau. He dressed himself as best he could, movements sluggish and uncoordinated in his fatigued state. Francis had already gone on ahead, probably fearing for his own hide if he hung back to wait for Jim. He could hear a great deal of activity going on outside his door, boots clacking and voices chattering despite the wee morning hour.

He emerged from his room five minutes later, his hair uncombed and his shirt untucked but now fully awake thanks to panic. He broke into a jog, then a full sprint as he realized the cadet quarters had been completely vacated. Everyone else was already at the parade ground. _Maybe they're not assembled yet,_ he reasoned with himself, panting as he sped down the hall. _Maybe it's not as bad as it seems..._

Except when he reached the parade ground, everyone was in formation already.

And Commodore Phillips was standing in the dead center of the area, glowering at everyone like some sort of disgruntled wingless harpy.

Jim hurried over to join the nearest cluster of cadets. He knew he stuck out like a sore thumb but at least he wouldn't be standing all by himself. He struggled to stand at attention, his chest still heaving from all the running, and listened to what was being said.

"... unacceptable," Phillips was snarling. "Completely unacceptable! Do you think the enemy's cannons are going to wait while you primp in front of the mirror? Do you think the enemy will let you get _ready_ before mounting a full-scale attack in the dead of night? No? Then _why_ do you take so bloody long to haul your pathetic carcasses out of bed?"

He could see Amelia and the Vice Admiral watching from the other end of the parade ground, along with several other instructors. Amelia looked exasperated; Blake appeared amused.

"Of course there's no good answer," Phillips continued. "Because _excuses_ won't save your life. Remember that. You are here because you are going to be officers. You are going to safeguard Imperial interests in the name of sovereignty, justice and order. That means you are going to have to _fight_. And how the blazes are you going to do that if you're a bunch of hesitant, incompetent walking targets?"

She actually sounded angry. Jim was used to officers putting on a faux anger to drive the point home in lectures, but this was the real deal.

"If your lamentably plebeian brains cannot comprehend such logic, I feel awfully sorry for you," the Commodore sneered. "What I see here is laziness, pure and simple. Laziness which can only be stamped out through vigilance and diligence combined!"

Jim stifled a yawn. He watched as Phillips stalked from one file of cadets to another, her cane tapping as she went. She wore a dark blue overcoat today instead of her red one. Instead of a ponytail, her hair was coiled into a tight bun. She looked as angry as she sounded, her mouth curled into a crooked frown. As if everyone present had committed an enormous personal offense against her.

She was also leaning on her cane more than she had the previous day. Her stride was different, more choppy, and her shoulders were a bit hunched. It occurred to Jim that maybe she looked so _angry_ because she was uncomfortable.

_Why should I care? She's probably bent on getting me kicked out of this place at this point. _Yet he couldn't shake the feeling that there was more going on here than the Commodore was letting on.

"This flaw will be _purged_ one way or another," Phillips declared. "I advise each and every one of you to consider whether or not you will be prepared when the Empire's enemies come barreling at you, swords drawn and cannons blazing. Do not breeze through the four years you are allotted in this institution under the false impression that your lives will be spent taking tea and filing paperwork. For I _promise_ you, the reality is far less idyllic than you-"

She paused. And then she _wheezed_.

A titter ran through the cadet ranks. Amelia went to Phillips' side instantly, though the Commodore waved her off. "Ahem," she resumed, albeit in a more raspy tone than before. "You are all dismissed," she managed, clinging to her authority even as her voice tried to fail her. "Return to your quarters. There will be repeats of this morning's events – I expect them to be handled in a much more _timely _manner."

The formation broke as the cadets headed back to their quarters. Jim turned to go, then glanced back at Phillips, who was coughing quietly into her right fist. Amelia appeared to be asking her questions, which she answered by shaking her head. The Vice Admiral was approaching them both with a concerned look. Against his better judgment he decided to head in their direction.

"Jim." Amelia didn't address him by his surname for once as he trotted over. "Aren't you going back to your room?"

"I am, I just..." Jim saw Phillips looking sideways at him and he remembered his shirt was still untucked. "Are you alright, ma'am?"

"Question of the day, it seems," the Commodore snarked. Her voice was still hoarse. "I am _fine_, in case anyone didn't get it the first three times I said it."

She looked smaller, as if the magnitude of her presence had retracted. It didn't make her look any less vicious, though. Jim got the feeling she only got meaner with weakness.

"I shall retire to my study. I'd advise getting a nap in before breakfast, Hawkins, as I fully intend to get a day's work out of you later on." Phillips turned her back to them and began to walk away. There was an obvious limp in her gait now, as if she was favoring her left side.

"Yes ma'am," Jim answered, nonplussed.

Both Amelia and Vice Admiral Blake wore troubled expressions as they watched the Commodore depart. Jim wanted to say something but decided against it, and instead headed in the direction of his own living quarters. He saw Valerie lingering by the door, a confused and anxious look on her face, but when she spotted him approaching she moved on in a hurry.

"What is _with_ her?" Jim muttered to himself.

A missing pet shapeshifter, a self-declared non-friend who was spying on him, a question he didn't want to answer, and a commanding officer who might be ill – life certainly had handed him a lot in the past three days. Somehow Jim got the feeling there was more to come, and that he would enjoy it even less.


	6. Close Call

_Author's Note: I sincerely appreciate the reviews so far, I love being told how I'm doing! This is my first multichapter fanfic in a while so it really helps to know people like what I'm writing. Reviews keep me going, you could say - so feel free to leave one if you have any tips, constructive criticism, or just want to shout out! - Ell_

* * *

><p>Fate was indeed a fickle creature. One moment it was pulling his strings and dangling him precariously over the edge of certain doom, the next it was dealing him an unexpected kindness. Jim felt he should be used to this treatment by now, after everything he had been through, but it didn't stop him from savoring his good luck.<p>

Phillips had sent him to the kitchen for the duration of the day. It was the closest thing to child's play Jim could think of in the way of chores, and he was extremely grateful. It was like returning to an old and cherished pastime, something he associated with fondly-remembered bygone days. Once he had loathed helping out in any capacity when it came to cleanup, but now he washed and scrubbed and polished as if it came naturally. And in a way it did; at his core he was still a cabin boy, after all.

Valerie, on the other hand, was Not Happy with the arrangements.

"This is _servants' _work," she groused. She refused to take off her uniform jacket and her sleeves were soaked up past the elbows.

Jim didn't even bother looking at her. He was perfectly fine where he was, his jacket slung over the back of a chair while he worked in his undershirt. Sweat beaded on his brow but he didn't slow his pace as he worked his way through the huge pile of dishes on his side of the room. Valerie's side displayed much less progress in contrast.

Neither of them had brought up last night's events yet. Jim wondered if he even wanted to. On one hand he was extremely curious as to why Valerie, who professed to want nothing to do with him, had been spying on Triona and himself. On the other hand he dreaded the possibility that her father wanted her to keep an eye on him. And given the circumstances, it wouldn't do to start a tiff when they still had a great deal more to accomplish stuck in the same room.

"Ugh. Where is the staff, anyway? Did they just leave us alone in here, hoping we'd do all the work they get paid to do? Lazy good-for-nothings," Valerie continued. She grimaced as she picked up a large pot covered in dried grease.

"The Commodore gave them the day off," Jim told her, hoping against hope it would shut her up.

"How very _devious_ of her," Valerie sighed. "This is... this is utterly demeaning."

"Maybe that's your problem right there." Jim reached up and slicked his sweaty bangs back, not caring that he got soapy water in his hair in the process. "What's _demeaning_ for you is what other people, normal everyday people, do to get by. Somebody's gotta do it. Doesn't make them second-class."

The conviction in his tone was firmly rooted in memories of how his mother had slaved for years trying to keep the Benbow Inn up and running. He saw Valerie's mouth pop open as her eyes flashed, a retort plainly about to come shooting his way, but she clammed up and made an exasperated noise instead. "I suppose you think I'm a spoiled princess, then?"

"Dunno. Maybe. We're not friends, so I haven't really decided yet."

So much for not starting a tiff. Jim half expected her to throw something at him. But instead she went back to scrubbing, effectively ignoring him. Jim shrugged and resumed his own work, enjoying the newfound silence.

His thoughts wandered as his hands seemed to move on autopilot. He had already imbibed half a pot of coffee to keep himself alert since he was running on barely two hours of sleep. _Maybe if I quit officer training I can stay on as kitchen staff,_ he thought with a humorless grin. _Maybe a janitor or somethin'..._

"Mr. Hawkins?"

Jim looked up as an aide, one of the many ensigns stuck serving as a messenger and errand-runner at the Academy, entered the kitchen. The Benbonian blinked at him, probably surprised at his disheveled appearance, then assumed a more formal stance. "Commodore Phillips requests your presence, young master."

"And what about me?" Valerie asked, hopeful.

"I believe you are to remain as you are," the Benbonian told her. "Follow me, Mr. Hawkins."

Jim got to his feet and set aside the plate he had been working on. He grabbed his jacket and slipped it on as he exited the kitchen. He glanced back at Valerie and saw her bleak expression as she picked up her scrub brush and went back to chipping scum out of that enormous pot.

When he entered the Commodore's study he was treated to the scent of fine tea, chamomile with a hint of something stronger. Phillips was waiting for him in her chair and did not rise to meet him. Jim recalled her episode earlier that morning and tried not to appear concerned despite himself. She looked better than she had on the parade ground and seemed to have shed her foul mood... for the moment.

He saluted. Phillips waved at him dismissively. "Don't bother with formalities, I haven't the patience," she said dryly. "Have a seat, Hawkins."

Jim helped himself to the nearest chair. "You wanted to see me, ma'am?"

"Of course. I wouldn't have sent Toby otherwise." She picked up her teacup and took a sip, then made a face. "Bah. Too weak, too watered down. I can't abide tea done wrong." She fixed him with her one-eyed stare, and for the first time Jim noticed how her brandy-brown iris was flecked with topaz. "This school has the same problem. Blake lured me in with promises that I was coming to the finest officer school in the galaxy, not a three-ring circus populated by coddled children."

_Here we go again_. "Your speech this morning was, uh, very thorough," he said with a pasted-on smile. "Wait, the Vice Admiral invited you here?"

"Yes, and what of it?" Phillips asked bluntly.

"He, er..." Jim hesitated, then decided to just say what he felt was right. "He acted surprised the day before you got here. Amelia – uh, Admiral Smollett had no idea until she found a letter."

The Commodore stared at him. "Did he now," she murmured. She stirred her tea with a tiny spoon. "You surprise me, Hawkins. One moment you're squirming and refusing to give a straight answer, the next you're informing me of matters which could land you in hot water with a certain Vice Admiral if he knew you were snitching. Why is that?"

Jim felt pinned again. But he knew that avoiding the question would only make things worse. "I guess..." He hesitated only briefly as he tried to figure out what to say and how to say it best. "No offense, ma'am, but I think I needed to figure you out first."

It was partially true; he _still _hadn't fully ascertained whether she would prove to be friend or foe, but some part of him wanted to trust her.

"Oh but you are cheeky," Phillips said with a dangerously intrigued look. Her posture remained subdued, however, as if she didn't want to waste energy leaning forward or using her arms. "You've caught on to the politics here, then. Better now than later I say. So tell me: why do you think the Vice Admiral kept my coming here a secret, hm? Humor me with your insight."

Jim honestly didn't know what to say. Something felt off about this entire discussion. Phillips was bending protocol severely to her will by confiding in him and asking him to confide in her in turn. His better judgment, or perhaps his sense of duty, urged him to avoid embedding himself any further in the matter. But his curiosity pushed him onward, begged him to keep going. Besides, Phillips was brand new here, newly arrived and seemingly unhappy with her position. Stuck with him and Valerie, and suffering from a mysterious ailment to boot.

It wasn't the first time Jim had been made someone else's problem. The first few weeks with Silver had been touch and go at best, neither of them exactly eager to get to know each other. Jim had come a long way since then as far as people skills were concerned. What the Commodore was doing wasn't exactly typical, but then again, she was hardly a _typical_ instructor. Jim wondered if privateers even bothered adhering to half the regulations the Navy stuck to.

"I don't know, ma'am," Jim answered. "I really don't. But I wish I did."

If the Commodore was disappointed she didn't show an ounce of it. "A mystery to be solved another day, I suppose," she mused. "Now then, to the business at hand. I'm sending someone else to help Blake out in the kitchen; I wanted you for a separate task, one that requires a more _technical_ skillset. Don't bother acting surprised, I've read your file. There's something I'm keen on showing you, so follow me."

She got to her feet. Her motions were steady but deliberate, lacking the swagger of the previous day. Jim almost offered her his arm, then thought better of it; she might just glare at the gesture instead of thanking him. She seemed like the sort of person to value pride over receiving help.

Her cane was certainly interesting up close; it bore several notches, one of which looked almost as if it came from blocking a blade. He couldn't tell if it was simply thick wood or a layer of wood over metal. Like the rest of her, it was refined yet rough.

Somehow his sleep-deprived brain mustered a memory from yesterday's breakfast; he recalled Finch mentioning something about _six months. _At the time he had been too distracted to think on it, but now he wondered what his teammate had been referring to. _It was only six months ago that..._ _what? _Phillips' careful movements and her slipup earlier raised his suspicions.

She was still favoring her left side as they left her study. From behind it was more obvious than from the front. As they traveled around corners and through doorways Jim felt his concern growing with nearly every step.

"Have you devoted any thought to the question I asked you?" Phillips inquired, not bothering to look at him as she did so.

Jim knew exactly which question she was referring to. "A bit," he admitted. "Don't think I'm ready to give a straight answer yet, though."

"Naturally. If you said you were, you'd be lying through your teeth," the Commodore said knowingly. "This form of education, this way of life, isn't the end-all be-all, you know. You could pursue a more domestic means of living without sacrificing an ounce of personal dignity. Have you considered a path besides that of an officer?"

"Actually, yes," Jim answered. Possibilities often crossed his mind; his skillset easily qualified him for work as a civilian spacer, a professional mechanic even. But the Academy was something he was loathe to let slip through his fingers, considering how much he had gone through to gain Amelia's sponsorship. Learning his time here might come to an end soon had reshaped his view of the situation and now he realized just how much of a _dream_ graduating had become.

He could appreciate Phillips trying to assuage his worries with alternative suggestions. _If you can't decide which side you're on, perhaps you shouldn't play the game at all. _As well-intended as her words were, however, there was still a sting of personal offense present in his mind.

"I don't know how much of a bond you shared with the mutineer; I don't particularly _care_ to know. What matters in the present is how you will best serve your own sense of duty. You owe it to yourself and those who will be relying on you, because personal feelings can endanger the lives of many if you're not careful." Phillips came to a halt in front of a reinforced metal door. "One moment, if you please. Bloody thing's got a code."

She hurriedly typed in the passcode and it unlocked with a series of loud clanks. The door swung open and Jim saw that they were entering one of the many engine rooms that powered the Academy. The generators ran on a mixture of externally-gleaned solar power and processed solar crystals, shards born in the hearts of stars and harvested regularly for their unparalleled energy output.

The chamber seemed a living thing to Jim, whose eyes wandered from the pumps to the valves to the turning gears as he took in all the details. It sighed and whined in between mechanical groans. Steam wafted through vents and formed a misty cloud near the ceiling.

Phillips didn't appear too pleased with all the noise but continued walking as if nothing was wrong. "Two days ago one of the pipes in here got clogged up and triggered a minor power fluctuation. Nothing too dismal, but a control panel got blown out from the surge. The Vice Admiral wants to bring in an expert to fix the problem. I devised a more... _economical_ solution. That's where you come in."

She indicated the damaged control panel by pointing at it with her cane. Jim ambled over and frowned as he saw the blackened metal and protruding wires. "I've seen worse," he said casually. _Flint's old bucket of bolts looked way worse and I got her spaceworthy again_. "S'gonna take some elbow grease but I think I can get it working."

"There are tools over there on the shelf," Phillips told him. "Take what you need." She took a step back and leaned against the wall, seeming relieved at the newfound support.

Jim fetched an armful of tools and set to work after taking off his uniform jacket. "So what does a privateer _do_, anyway?" he asked, clipping away the frayed ends of damaged wires and twining them with replacement length. It felt prudent to create a conversation before she could seize the chance to continue bringing up Silver.

"There are those who call us _legal pirates_," Phillips replied in a sneer. "While I will admit that there are those who call themselves privateers whose ethical leanings leave much to be desired, such reasoning is inherently flawed. Letters of Marque authorize privateers to wage war on enemies of the Empire, creating a much more flexible and adaptable fighting force to patrol the most threatened trade routes. Don't let Naval arrogance fool you. We get paid to do our jobs just as they get paid to do theirs, except we do them much more... creatively."

This sudden talk of _we _and _they_ surprised Jim. "And without as much financial backing, I bet."

"Precisely. _Pirates_ raid and pillage for the sake of greed and mayhem. A privateer uses what they have at their disposal; if an enemy vessel contains useful goods, then said goods are commandeered as extra supplies."

Jim didn't say it aloud but he appreciated the lack of formality. Phillips certainly knew how to walk the walk when it came to presenting a proper image, but it seemed that she preferred to drop unnecessary posturing in private.

"Do privateers see a lot of action? Compared to the Navy, I mean," Jim asked.

"Oh, loads. There's a lot the Navy considers itself too good for. Going deep into contested territory, that sort of thing." A small half-smile had crossed the Commodore's face now. "Only downside is, the Crown can deny all knowledge of us if we make a mistake. Politics and all that. If your ship is scuttled there's a lower chance anyone will bother to come rescue you."

Suddenly Phillips' entire attitude made more sense. If privateers were underdogs, they had to talk bigger and fight harder than their Navy counterparts to appear relevant. To get _respect_. Phillips' invitation to come teach here now bore much more significance in Jim's sight; he felt genuine admiration for her. It didn't lessen his annoyance over her meddling, but it was there nonetheless.

"Huh. Ya know..." Jim paused, then figured he had nothing to lose. "Do they take _cheeky_ people, or is it an exclusive club?"

That actually got a laugh out of the Commodore. It was more of an abrupt cackle. "Yes, I suppose there's a fair amount of cheek that comes with the job. Always good to broaden one's horizons, I say. Keep in mind, however, that your loyalty cannot be compromised by-"

She stopped mid-sentence as the control panel came to life with a crackle. Jim stepped back as his crude repairs did their job, enabling power to flow back into the box. Pipes which had been dormant rattled as they were filled with air and steam. And from the sound of it, something else...

"I think something's stuck in there," Jim yelled over the din. "I'm gonna take a look-"

There was a loud _pop_ as one of the caps on top of a long, narrow pipe blew off. That pop was followed by a shrill noise and Jim saw a blackened blob hurtling toward him. He caught the blob in his hands, amazed. "Morph?!"

"What is that _thing_?" Phillips demanded, coming to his side. She scowled as Jim opened his hands, revealing the pinkish creature – who looked pleased as punch to be out of the pipe. Morph trilled and took flight, and probably would have flown straight into Phillips' face if Jim hadn't reached out and caught him again.

"This is, uh, Morph," Jim explained lamely. "He's a... he _morphs_. But don't worry, he's completely harmless." _Unless you get him pissed off enough to grow sharp teeth and bite you._

"A Protean polyform. Unbelievable." Phillips sighed. "I presume it belongs to you, yes?"

"If it helps, I didn't smuggle him here, honest. He hid in a package my mom sent," Jim offered. Morph blew a happy raspberry and Jim felt his self-confidence droop.

"I don't care if he sprouted from the hydroponics lab. No cadet is permitted to have pets with them at this school," the Commodore declared.

Morph let out a distressed wail upon hearing this. "But..." Jim felt panic well up in his chest. If they took Morph away he would never be able to forgive himself – it had been hard enough leaving the little guy back on Montressor when he started here. "I mean, he's just... he's not just a pet. He means a lot..."

His words stuck in his throat. How could she ever understand? The aftermath of Treasure Planet's destruction had left Jim with a lot of questions and doubts. As much as he had tried to, he couldn't just walk away from all the terrible things Silver had done. It was a time of sorting through truth and lies, and Morph had been a bright spot. Living proof to remind Jim of the good that came with the bad. It was like carrying a piece of those brighter times before the mutiny, and Jim cringed at the thought of being forever parted from that assurance.

"Please," he said quickly, trying to hide the catch in his voice. "I can't lose him. I just can't."

Phillips' mouth tightened into a thin flat line. Somewhere behind that fierce visage wheels were turning; finally she relaxed her posture and tilted her head slightly. "Hmph. What am I going to do with you," she muttered. "The rules are absolute, Hawkins. You can't keep that creature with you."

Jim felt heat flush his face as wetness stung his eyes. He fought to keep his composure and hugged Morph close to his chest. "_Please-_"

"Hush now, no need to make a scene," the Commodore snapped. "You heard what I said. Rules are rules – therefore it falls to me to take custody of this 'Morph' in your stead."

Jim stared at her. Bewilderment gave way to realization. "You mean you'll... I mean, this is great, but he's... he makes messes sometimes, and he likes to play, and he can be a little annoying..."

"Tch. Most things annoy me, Hawkins, be sure to keep that in mind. Yet I bear them." Phillips shook her head. "Now put your jacket back on, you'll go straight back to scrubbing dishes and I don't want to hear another word on the matter." She held out her right hand, gazing at Morph suspiciously. "Come along, you. Be grateful I'm in a good mood today."

_If this is a good mood, I hope I never see the bad ones_, Jim thought. He donned his jacket and watched as Morph cautiously approached the Commodore, gliding around her hand as if sniffing her. The blob cooed approvingly and darted in closer, and Phillips' eye followed his every movement. Finally she turned her head to say something to Jim... and Morph took the opportunity to lick her cheek.

_Put out_ didn't even begin to cover how she looked after that. But then, as they left the engine room, Jim thought maybe he saw her fighting to hide a smile.


	7. Friction

Day One had been the kitchen; Day Two was window-washing. Jim and Valerie were assigned separate sections of the space station and told to wipe down every window they could find until it might as well be a mirror. Jim sometimes caught sight of Phillips strolling by, still limping slightly but visibly improved and much more energetic. The tapping of her cane was quicker, alerting him of her approach. Morph trailed after her and probably would have joined Jim if she wasn't distracting the little blob with sweets from her pocket.

It relieved him to see Morph taken care of. It wasn't an ideal arrangement but the Commodore seemed to have warmed up to his pet since the day before. As Jim polished the glass before him he thought of how having Morph around had helped ease his nerves during his first few days aboard the _Legacy_. Maybe Morph would have a similar effect on Phillips, help her stay calm even if she wasn't truly content here.

_That's the whole point of making her babysit us, right? Keep us busy, help her get used to things?_

He still didn't know what to think about the Vice Admiral's apparent deception. Why pretend he was surprised at Phillips' arrival when he had invited her in the first place? It didn't make sense unless he wanted to keep Amelia in the dark. _Maybe he was afraid Amelia would object or something. _Jim wished he could see the pattern, guess what the riddle was, but he had enough on his plate at the moment. Theorizing would have to wait until later.

He saw Blake out and about as he traveled from one corridor to another. The Vice Admiral strode around with an air of confidence, overlooking everything in scrutiny. Jim made sure not to make eye contact as the man passed him by. It occurred to him as he watched Blake move on that Valerie had never elaborated on the "project" her father was supposedly here to test out.

At the end of the day, after they reported back to Phillips and turned in their dirty rags, Jim decided to test his luck. "You said your dad was here doin' something special, right?" he asked, following her to the mess hall.

Valerie appeared mildly irked but didn't snap at him. "I did. But I don't know anything about it, not really. Just that it's here, and it's for the military."

"So it's a secret," Jim mused.

"Yes, actually. Which is why you should probably avoid asking too many questions. Someone might overhear," Valerie told him.

"Hey, you were the one who mentioned it first."

Valerie came to a stop and put her hands on her hips. "So you want to talk. Fine. Let's talk about what you and Drummond were doing on the astronomy deck."

"I'd rather talk about _why_ you were spying on us," Jim retorted.

"Spying? Hardly. I saw someone sneaking about and decided to investigate."

"How'd you see us, then? Unless you can see through your own door, you had to be out and about yourself."

"I was just coming back from my father's quarters," Valerie stated. "He stays up very late, you see. I can be out past curfew as long as it's by his summons."

"So what, was he giving you more reasons to hate my guts or somethin'? 'Cause I think you're on my case. Why else would you be so nosy?"

"My _father_ isn't persecuting you unfairly, so stop talking like that." Valerie glared at him, drawn up to her full height – a good two inches taller than Jim. "If you're self-centered enough to think everything's about you, then I hope you spend your days paranoid everyone and their brother's got a grudge against you. And besides, his reasons for mistrusting you are more than valid."

"His reasons, maybe. But what about yours? Ever thought of having your own reasons?" Jim demanded, now close enough to reach out and strike her if he wished. As if he would ever stoop that low. But the sudden proximity made him uncomfortable.

Valerie's eyes flashed and Jim knew he had hit a sore nerve. "I place faith in my father's judgment and for good reason!" she almost shouted. "You can make fun of me as much as you like but I _believe_ in him, Jim. I believe he will always do what's best, for me and for others too."

"So you're just gonna let him tell you what to think, how to think it and who to like? Sorry, but that sounds like you're just scared to make your own decisions." Jim folded his arms and countered her glare with a foul look of his own. "Just 'cause you _believe_ in a guy doesn't make him perfect. People make mistakes! Even fathers." _Especially fathers_, he had almost said.

"Oh, you would say that, wouldn't you?" Valerie spat.

"What's that supposed to mean?" Jim actually felt his heart rate rising, his whole body tensing as real anger took hold.

"Only that you're just using my father as a convenient scapegoat for your own issues," Valerie said knowingly. "So stop it. Deal with the fact that neither he nor I much care for you, and _stop it_. This is childish."

Jim felt pure fury course through him and oh, how he _ached_ to lash out. He kept his cool but made sure that his expression and body language conveyed just how far she had gone, how much of a line she had crossed. If the Vice Admiral had told her his _entire_ background, she knew full well that his father was a family-deserting deadbeat. There was no other logical point of reference for her argument. It hurt to have it thrown in his face like this, but damned if he was going to break down and cause an incident which would land him in even more trouble.

So instead he just balled his fists until his knuckles turned white. "The only _childish_ thing I see here is a confused, prissy girl with no friends, acting like her dad's opinions give her the moral high ground!" he retaliated. "You say you were born for this, but honestly? I think this school is the _last_ place you belong if you can't even think for yourself."

He realized just how vicious the words were after they left his lips. He might as well have slapped her. Valerie's eyes widened and she took a step back, her confidence shattered. Jim continued to glower, fueled by every ounce of pain and sadness over rejection – scars from his father's departure that would never truly heal. He could live with the injury, ignore it sometimes... but it would always sting when provoked.

Valerie Blake had no _idea_ how it felt to be someone's unwanted baggage, left behind and neglected. He didn't want to pity her, didn't want to think on how she might just be ignorant. He wanted her to know what she had done. He wanted her to be upset.

The last time he had felt this way it had been due to an argument over a treasure map, on a distant and now-destroyed planet.

"You _cad,_" Valerie hissed. She lowered her head, her own stance now equally hostile. "You utter _reprobate_. You wretch!"

Jim simply continued to glare. His blood was still hot in his veins and he refused to back down. "Tell me somethin' I don't know," he said calmly.

For a moment he wasn't Cadet Hawkins, hotshot student and reckless adventurer. He was just Jim Hawkins again, an angry kid pushing against the weight of his own sins and the sins of others which had left him damaged.

"I never want to speak to you again," Valerie half-sobbed despite her fury. "Never, _never_. Just stay away from me." She backed away, then turned and ran down the hallway. "I hate you!"

_Likewise_, Jim wanted to bellow after her. But watching her retreating form mellowed him somewhat. He allowed his fists to uncurl and let out a shaky sigh. His heart was still pounding in his ears and he realized his eyes were wet. His shoulders slumped; now he didn't feel in the least bit hungry. He felt weary and ready for bed even though the day cycle had a few hours left.

_Do I really hate her?_ He wondered as he walked slowly to his quarters. The smell of dinner wafting from the mess hall held no appeal for him. _I mean, she really doesn't have any friends... her own team doesn't talk to her anymore. All she's got is her dad, and the Commodore doesn't seem too fond of her either... _He shook his head as if to ward off any sympathetic thoughts. _No! None of that should matter. She chooses to act that way, like she's better than everyone else. Like she can just talk about what happened with my dad and get away with it..._

His eyes stung as the full impact of her words hit him mid-stride. For a moment the lump in his throat felt terrible enough to gag him. He stopped and stifled his mouth in the crook of his elbow, concealing the sharp intake of breath.

His father's abandonment. Silver's deception. The Vice Admiral's determination to slander him. It all came slamming at once into his wall of confidence and he buckled. The more he told himself he should be strong enough to get past it the worse he felt. By the time he reached his room he was red-faced from the surge of emotions.

Francis was nowhere to be found, probably eating dinner with everyone else. Jim collapsed onto his cot and didn't even bother removing his boots or jacket. He just buried his face in his pillow and got fistfuls of his blanket, wishing he could disappear. Bitterness and resentment bubbled up inside, a familiar-tasting poison that beckoned him down the old path of self-destruction. He would not follow, but the grief was still tangible and demanded to be felt.

_I need to talk to somebody. Someone I can trust. _He knew exactly who fit the bill, and as he sat up he let out a shaky sigh. Normally cadets were supposed to schedule meetings with instructors, but this was an atypical situation; besides, Amelia was always assuring him of how he could come to her with anything. Never before had he taken her up on the offer, preferring to keep up a self-sufficient image.

_I just hope the Vice Admiral isn't there..._

* * *

><p>The door to Amelia's office was shut, as it always was unless someone was entering or leaving. Light shone from underneath the door, indicating that she was present within. Jim approached the door and raised his hand to knock, then paused as he heard muffled voices inside. Amelia's, as expected – and to his discomfort, that of Vice Admiral Blake.<p>

_"__... a few remaining technical hurdles," _the Vice Admiral was saying. Jim glanced around, saw that no one was watching, and risked leaning in so he could hear better. _"I've invited many scientific minds of renown to join the project, but I believe your husband's expertise will be invaluable. There are few who have seen such advanced machinery with their own eyes."_

_"__My husband is an astrophysicist, not an engineer," _Amelia replied. She didn't sound too happy. _"What sort of advanced machinery do you speak of, Vice Admiral?"_

_"__The artificial planetary body your expedition discovered, of course." _Blake's tone was eager. _"Contrary to popular belief, the old tales of ancient watchers, a precursor race if you will, are not as fantastical as people claim. There was a precursor species once, with scientific knowledge which makes ours primitive by comparison. Flint wasn't the first spacer to stumble across an intact example of their craftsmanship."_

_"__You mean there are other worlds similar to Treasure Planet?" _Amelia was interested now.

_"__Precisely. The Empire keeps watch over those we've been able to locate, but no one's been able to figure out how the technology works. Flint – and your Hawkins, more recently – accomplished by mere luck what gifted researchers have been trying to do for decades."_

_"__And what does this have to do with my husband?"_

_"__Delbert Doppler mentioned witnessing glyphs present on Treasure Planet, markings he believed originated from the precursors. The Forefathers, as we call them. His concentration may be astrophysics but he also displays considerable skill in other scientific fields. He may not be a miracle worker, but the project could certainly benefit from any ideas he offers."_

_"__Why not ask Hawkins? He's the one who figured out how to open the map, and how to activate the portal. You underestimate him, Blake, he's your best bet if you want to understand that sort of tech."_

There was a pause. Jim guessed the Vice Admiral wasn't pleased at that. _"Be that as it may, I prefer to keep minors uninvolved. I will resort to including Hawkins if all other routes are exhausted. For the time being, I would greatly appreciate the honor of extending an offer to your husband."_

_"__Extend away, Vice Admiral. I can't make that decision for him. But don't be too put out if he declines; he's sworn off getting bogged down in any more quests, you see. Plus he's quite busy with our children..."_

Jim backed away from the door. His frustration quickly gave way to bewilderment as he tried to process what he had overheard. Fearful of being discovered, he turned and hurried back to the cadet quarters. Everyone was returning from dinner now, heading for their respective rooms and chatting as they went. He made a point of avoiding anyone he knew, unwilling to get involved in frivolous conversation while his head was spinning.

When he finally reached his own bed, Francis was lounging in the opposite cot. "Didn't see you at chow. Where were you hiding?" Francis asked lazily, still munching on food he had smuggled out of the mess hall.

"I was busy," Jim answered tersely. He kicked off his boots and sat on his bed, trying to plan his next step. He smelled himself and realized he was due for a shower. "I, uh, I'm going to get clean. Try not to make a mess."

"Mess? I'm not messy," Francis insisted, even as he dumped crumbs on his own bedsheets.

Jim grabbed one of the folded towels at the foot of his cot and headed for the bathroom. "There's this thing called being honest with yourself. You should try it sometime," he suggested before closing the bathroom door.

He locked the door and paused to look at himself in the mirror before starting the water so it could heat up. His face had changed since he started here, lengthening slightly and maturing from a boy's wide-eyed visage to that of a young man. He scratched at his jaw, realizing he needed to shave. For a moment he saw a completely different person in the mirror compared to who he had been two years ago. Someone older.

All he had to do was comb down his bangs, though, and the illusion broke. With two curtains of hair framing the upper half of his face, he went from cadet to cabin boy in an instant. Jim couldn't help the tired smile that spread across his face. Five o'clock shadow or no, he was still James Pleiades Hawkins, all of seventeen and still fighting to answer the questions that kept him up at night. For all the milestones he had passed, he still felt as if he were drifting aimlessly.

He wished Amelia had been available earlier, but there was still time to petition her for a listening ear. Perhaps tomorrow would bring better opportunity. He blanched as he imagined having to deal with Valerie again... if she didn't go crying to daddy this evening. All she had to do was tell on him and he would be flipped from the frying pan into the fire for sure.

_So why do I keep antagonizing her when I know she could ruin me for good? Good grief, it's like I still don't know how to pick my fights..._

"You're hopeless," he told his reflection. "Stop it. Get a grip."

_A secret project. A secret project involving this "Forefather" stuff, technology like Treasure Planet. Is that what Blake's working on here? And if it is, is Phillips part of it? Is that why he lied about knowing she was coming? Then why would he tell Amelia about the project in the first place..._

His mind continued to grind out thoughts of suspicion and discord until he fell asleep after lights-out; he dreamed of pretty galleons sailing through space, battling solar flares and rogue Etherium currents, cutting a path through the stars in search of treasure and glory. At the helm of the most impressive galleon stood a figure not unlike himself, except this Jim Hawkins wasn't burdened by expectations or stress. No, this Jim had a grin hungry for thrills and discovery – and most of all, he wasn't alone.

It was a future that never was but could have been, if only he had taken Silver's offer. It was a dream that yanked at his heartstrings. When he woke at first light, he felt a pang of regret that he had never quite experienced before. Part of him knew he should feel guilty for longing after a choice that would have been utterly selfish – but another part of himself, a deeper and less duty-bound part, whispered that maybe such a choice might have been the right idea after all.


	8. Stories and Clues

"There was once a Procyon chieftain, back in the times before the species achieved space flight, who pronounced judgment on several underlings who had failed to protect their clan from a rival clan's raiding parties. The chieftain blamed them for the disaster and they defended themselves with excuses, all of which seemed perfectly valid: there was an ice storm going on! They couldn't see the raiders coming! The raiders outnumbered them ten to one! Yet he still held them responsible – can any of you tell me why?"

Jim looked up as an uncomfortable silence descended on the classroom. All of the other cadets were seated in desks; he was on his hands and knees in the back of the room, quietly rubbing finish onto his assigned section of wooden floor. Commodore Phillips sat in a chair nearby, observing him and listening to the lecture with a bored look. Valerie was nowhere to be found. Phillips hadn't elaborated on her absence – merely shoved a bottle of finish and a rag at him and told him to get going.

The class instructor, an elderly Tuskrus by the name of Colonel Danzig, stomped from one end of his lecture platform to the other. "Anyone at all?" he prodded. "By jove, I am affronted. Perhaps our good Commodore would like to, eh, rectify this apparent lack of a response and _educate_ you?"

Jim risked a glance at her and saw her lean forward in her seat, her eye narrowed. "They were responsible because as warriors, it was their duty to defend the clan and they did not. Weather, odds, those are circumstances beyond one's control. Which is why a warrior's duty is to _adapt_ and overcome."

"A most astute observation," Danzig proclaimed. "You see! The Commodore, unlike yourselves, understands the way of things!"

Jim sighed and went back to rubbing in finish. It was embarrassing, being forced to work in plain sight of the other cadets, but he guessed such humiliation was deliberate on Phillips' part. Nobody dared look at him or tease him with her seated nearby, so he counted his blessings in that regard. At least none of his teammates were in this particular class; he cringed at the thought of Francis seeing him like this.

"Now then! Perhaps, Commodore, there is a story from your own experience you wish to share?" Danzig asked, hands clasped together eagerly.

Heads turned to look at Phillips, who soured at the attention. But instead of declining the offer she got to her feet, cane in hand as she did so. "I believe I've got a good one up my sleeve, yes," she responded. She pounded the end of her cane into the floor abruptly, causing a few students who were on the verge of falling asleep to flinch. "Now pay attention, because I won't repeat myself."

Jim paused as she walked forward, heading for the lecture platform. She passed by the rows of seated students without acknowledging them, her gaze fixed straight ahead. "There's an old, old legend from Earth, the heart of our Empire. A myth, to be precise. In this antiquated tale, a man and his son are held captive in a high tower. Their only means of escape is invention; the man fashions wings for himself and the boy, so they may fly to freedom."

Jim had never heard this story. He watched as Phillips approached the platform, continuing her speech as she went. "These wings are made of discarded feathers and candlewax. When they are complete, father and son take flight. Such success! They soar on the wind, unstoppable as they fly away from captivity. Or so they believe."

She halted in front of the platform and turned around. Her one-eyed gaze swept over the students; she looked strangely hostile. "The boy becomes reckless with his newfound ability. _Higher_, he calls! And so he flies higher. Higher and higher until he has risen past the clouds. He dreams of reaching out and touching the unobtainable sun, his ambition spurring him onward. His dream is right in front of him; all he must do is fly _just a bit higher_..."

She reached out with her left arm for emphasis. Jim took note of how... limited the motion appeared to be. While she moved her right arm without any hesitation or slowness, her left one seemed a bit shaky. Maybe it had to do with her missing eye and the limp. After a few seconds she let it fall to her side. A defeated gesture.

"Except the sun's heat melts the candlewax and his wings disintegrate," she said flatly. "He falls to the earth like a stone, wingless and doomed over a fool's hope. His father dives to save him but is too late. The boy is gone. The dream is dead. He flew too close to the sun and paid the price."

"And what might the, ah, _moral_ of this story be?" Danzig asked, looking a bit unsettled.

"It's simple, really." Phillips paced at the front of the classroom. "Be _careful_ what you strive for. In war, desperate measures are often taken to win. Risky gambles, last resorts. It all depends on what you're willing to give up to obtain the outcome you want. You can't reach for the sun without expecting to burn in the sky."

Her gaze fell on Jim and he resumed polishing immediately. Whether she was irritated at him or simply watching, he couldn't tell.

Inwardly he felt a sense of unease he couldn't quite place. The same unease he had awoken with after dreaming of an alternate future where he was a pirate instead of a cadet.

He remembered asking Silver how the cyborg had lost his original eye, arm and leg. The question had brought a then-unseen aspect of the wily pirate to the fore, a brief but profound sense of vulnerability. It had only lasted a moment but it stuck in Jim's memory, especially now that he knew full well the loss had been a major factor in Silver's obsession with Treasure Planet. Phillips' story reminded him strongly of what his former mentor had said in response to Jim's query.

_You give up a few things, chasing a dream._

The Commodore was a hard woman, and she still wore a severe expression as if she had been born giving the world a dirty look – but Jim thought he saw the same sort of vulnerability in her eyes as she surveyed the students before her, looking less like a teacher and more like a lone warrior facing down an enemy legion. Undoubtedly driven, undeniably stern... but _tired_.

_Six months, Finch said. Six months since what?_

He scrubbed with renewed vigor, a plan unfolding in his mind as he did so. He knew exactly what he was going to do when dinnertime came. There were too many questions and mysteries in his life at the moment, and this one seemed easily solvable compared to all the others. Asking Phillips point-blank what had happened half a year prior to her arrival here would be too forward, and he was in enough trouble already. Better to count on his own sleuthing skills and avoid risking her wrath.

* * *

><p>The mess hall was... well, a mess. The noise level was typical of most evening meals as cadets vented their pent-up energy joking and tossing aside any pretense at an "inside voice." Jim was sweaty and his uniform was stained with wood finish in several spots, but he fetched his tray and helped himself to what looked like vegetable casserole before seeking out his usual crew.<p>

"Jim!" He looked around and spotted Triona waving at him, already seated at a table with the rest of his team. "Get over here!"

"Aw, you didn't even save me a seat," Jim mock-complained as he approached.

Onyx reached over and took a chair from the table next to theirs, lifting it one-handed with ease. "Fixed," he said proudly.

Jim sat down and rolled his shoulders, grimacing as the day's work took its toll. "Thanks," he said before digging into his food. After swallowing down several mouthfuls of the stuff he paused and took a swig of his water. "Hey. Finch. I got a serious question for you."

Finch looked at him sideways in her birdlike way. "I might have an answer unless it's like, _serious_ serious. I mean no offense, but I don't do touchy-feely stuff, it just complicates everything..."

"Psssh, naw. It's about-" Jim glanced around to see if he was being watched by a certain Commodore, then lowered his voice. "Phillips. What was it that happened six months ago? You mentioned something the day she got here, but I don't think you got to finish."

"Oh _that._" Finch seemed relieved. "What I was _saying_ was, it was only six months ago that the Battle of Arcturus happened. It wasn't a big deal as in _game-changing strategic loss_ big deal, but four ships went down, including hers. They were chasing a pirate who had sacked a Naval tender near the solar crystal processing station. His name... was _Ironbeard_."

"Ironbeard?" Francis snorted. "Someone's got a flair for dramatics."

"I know, right?" Finch rolled her eyes. "Except this guy wasn't some poser, he was the real deal. He was able to outmaneuver the four ships bearing down on him, then lured 'em into an asteroid field and let the rocks break them apart. My dad had to go tow what was left back to Imperial shipyards – that's how I learned all of this, because he heard what went down from some bigwigs. There wasn't much to tow besides bits and pieces, but I guess evidence is evidence."

"She lost her ship," Jim mused, tapping the teeth of his fork against the side of his plate.

"Yeah. Lost her whole crew too, from what I heard. I guess she got lucky, or she's just that much of a badass."

"Doesn't sound lucky to me. I'd be torn up over that," Triona said with a frown. "I mean, think about it. A leader is responsible for the safety of the people who follow. I'd feel guilty, like I let everyone down."

"Maybe that's why she's so angry all the time. Maybe she's gone batty over it," Francis suggested.

"She's not crazy," Jim said with conviction. He turned his attention back to Finch. "Do you know anything else?"

"Only that since then she's been out of the picture... until now. My dad thought she went ahead and retired, but obviously she's still kicking. As for Ironbeard, he's still at large. Nobody's been able to catch him."

"A tragic account," Onyx said sadly. "Though I get the feeling that perhaps our sympathies would not matter much to the Commodore in the grand scheme of things."

"Why so curious?" Finch inquired, flicking a solara seed at Jim. "Besides the obvious fact that she's working you to the bone every day."

Jim didn't feel very hungry now. He pushed his plate, still half-loaded with casserole, toward Francis, who accepted it enthusiastically. "I've just been noticing some things," he admitted. "Little things here and there. I think she got hurt, maybe real bad. And if she did I don't think she's completely recovered."

"You mean you feel sorry for her?" Triona asked. He wasn't sure if her puzzled look was a good or bad thing.

"No, it's just-" Jim fumbled for something to say, realizing she had hit the nail on the head. _I do feel sorry for her. _He didn't want to let anyone know he did, though; it could be taken disrespectfully. "I guess I want to know more about her, y'know? Why she does what she does. That kinda thing."

"She sure is a real peach," Francis stated through a mouthful of what had formerly been Jim's dinner. "Nothing says _issues_ like storming around and yelling at everybody, right?"

"I think if she heard you call her a _peach_ she'd skin you alive," Triona remarked.

"I'd pay to see that," Finch added hopefully. "And then she'd turn you into a designer bag."

"I find that highly offensive," the reptilian Francis, whose skin closely resembled that of an alligator, whined.

As the conversation steered toward a more lighthearted course – Triona and Finch taking turns riling up Francis, who dealt with their pestilence by devouring everyone's leftovers – Jim folded his arms and sat back in his chair. He found himself zoning out as he contemplated what he had just learned. He wasn't sure what he had been expecting but this was definitely not it. It made perfect sense, though; he just didn't quite know what to do with any of it.

_And then there's this Ironbeard guy_.

At first it sounded like a silly name. But if the pirate had defeated _four_ ships in one sweep then he wasn't a man to be trifled with in the least. Imagining Phillips at full strength in command of a ship crewed by people probably as flinty and tough as herself was as mildly terrifying as it was awe-inspiring; imagining someone capable of beating such a band conjured up suppositions that he strongly associated with memories of Scroop. And, as much as he disliked the recollection, of Silver in his element as a ruthless pirate.

"Yoo hoo, anybody home?" Triona waved her hand in front of Jim's face, snapping him out of his thoughts. "I asked you a question. Did you ever find out why Blake was..." She raised her eyebrows, unwilling to share with the group that she and Jim had been sneaking about at night. "You know."

"Oh. That." Jim shifted uncomfortably. "It, uh, didn't go well. I don't even care anymore."

"If you say so," Triona muttered. "Still seems fishy to me."

"I haven't seen her all day," Jim told her. "It's like she dropped off the face of the universe. Frankly, I consider it an improvement."

"She must've really stepped on your toes, huh?" Triona made a face. "I mean jeez, I don't wanna make friendship bracelets with her or anything, but you seem a little on edge."

"Sorry. It's been an interesting week so far," Jim sighed.

"I'll say. You smell like... furniture polish," Finch intoned. "If you need an extra toothbrush to scrub toilets with, feel free to take Francis's, I'm sure he won't even know it's gone."

"Your taunts are ineffectual against my carefully constructed wall of apathy," Francis preened.

Jim glanced around at the sea of faces that filled the mess hall. He didn't spot Valerie among them. _Maybe she stayed in her room all day,_ he thought. _Maybe she's still sulking after what went down yesterday._

"I'm gonna head back to my room, maybe go ahead and shower," Jim said as he stood up. "No telling what I'll be doing tomorrow, so I think I'm gonna crash early."

_That's one mystery almost solved, _he thought as he exited the mess hall. The hallway outside was dead silent compared to the din he had just left. His own steps sounded too loud as he shoved his hands into his pockets and kept on walking, eyes downturned as he digested what he had learned. His common sense told him to leave the issue alone and not waste his time seeking out more information on a matter that really didn't concern him. But in spite of this, he found himself pondering the matter of Ironbeard.

Perhaps it was his own experiences with pirates that left him unable to just let it slide. He wanted to know more about this pirate he had never heard of before today, because he had spent his childhood reading stories about pirates and learning of their exploits. No, it was more than that; he wanted to know more because it might shine more light on the enigma of Commodore Phillips.

_I really don't know how to mind my own business, do I?_

The overhead lights flickered, prompting him to lift his gaze and look around for some sign of an electrical problem. They flickered again and Jim realized it wasn't just one or two fixtures – the entire hallway went dark at once. He could hear an outburst of noise from the mess hall behind him, informing him that the same had happened within. He had never seen such a fluctuation before in his time here; he waited for it to happen again, but no flickering came. He continued on his way with a frown, wondering what had caused such an unusual occurrence.

_Heh. Just when I get one question answered, another one comes to take its place..._

He got to his quarters ten minutes later and turned the doorknob, letting himself in. Then he stopped short. There was someone waiting for him in his room, a Lieutenant if her uniform's insignia told correctly. Jim had seen her around before but never bothered to learn her name or purpose; if his recollection was accurate, she was one of Amelia's subordinates.

"James Hawkins, I presume," the Felinid said. She had long, wavy platinum blonde hair pulled back into a loose ponytail. Her eyes were a startling violet. "I'm Lieutenant Aurora Mayflower. Admiral Smollett requests your presence immediately and I will escort you to her. Apologies for the short notice, but there's been a... an unforeseen complication which requires your attention."

Jim saluted her. "Uh... begging your pardon, ma'am, but would it be possible for me to take a quick shower first?" He lowered his hand and indicated the stains on his uniform. "It's been kind of a long day..."

"I'm afraid not. The Admiral was insistent that you report post haste." Mayflower gestured at his bureau. "Feel free to grab a change of clothes if you must, but we shan't stop now. You noticed what happened earlier, yes? With the lights?"

"Is that what this is about?" Jim asked.

"In a manner of speaking. Let's go," Mayflower said. She stood in his doorway, head tilted and eyes slitted in a way that reminded him strongly of Amelia; perhaps they were related somehow. "Come on, chop-chop!"

Jim didn't bother grabbing a new uniform. He followed after Mayflower, confused but excited that Amelia had chosen to send for him. Mayflower broke into a jog and he followed suit. If the matter was _this_ urgent, he really didn't mind being pulled from his planned evening of rest and relaxation. Better than being left alone with his suspicions and doubts, and Francis to boot...

As much as he didn't want to admit it to himself, he enjoyed feeling needed. Even if it was just screwing in someone else's lightbulb or fixing a faulty switchboard. But as he followed Mayflower down corridors he had never seen before, he couldn't shake the feeling that he was running into something far more complex.


	9. Centurion

"It's alright if you've got questions, but try to wait until after the Admiral's finished talking with you to ask them. I still have plenty of them myself," Lieutenant Mayflower told Jim as they stood in an enclosed lift. They were headed down to a level Jim had never been to before; the lift had required a passcode before they got in. "Keep in mind that you really aren't supposed to know everything that's going on and that it's probably for your own good."

"This sounds like somethin' people only learn about on a need-to-know basis," Jim said casually, trying to downplay his own anxiousness.

"That's because it is." The Felinid straightened the collar of her uniform, then clasped her hands together. "I graduated from this school about three years ago and nobody ever pulled me for anything like this, so I suppose you ought to feel privileged. It's an honor to be granted access to something not many people know about."

"I know how it feels to keep secrets." Jim glanced at Mayflower and felt even more self-conscious over his dirty, stained uniform; she didn't have a hair out of place. "Is the Admiral the only person I'm going to see, or should I expect others as well?"

"Oh, Vice Admiral Blake will be there, no doubt about that. He's running the show, you could say." Mayflower's ears twitched as she seemed to realize she had said too much. "Well, you know how it is, he practically outranks everyone here at the Academy."

Jim tried not to let his disappointment show. _Yippee_, he groused mentally.

The lift came to a stop with a chime. The door slid open and Jim peered at what lay ahead before stepping out. The size and build of the room was much like that of a hangar, and he could see power cables snaking across the floor in bundles. He got a good look at what occupied the center of the chamber and balked, mesmerized by what he saw.

"Surprise," Mayflower said good-naturedly. "Beautiful, isn't she? I only saw her this morning."

It was a ship. A massive ship with a metal-plated hull polished to a reflective sheen. Her tonnage and visible armaments were closer to a destroyer's but her shape reminded him of the _Legacy's,_ a long and sleek curve built for speed. Her sails were composed of a type of solar fabric he had never seen before, a shimmering silvery-blue material that hung dormant in the absence of sunlight. Everything about her bespoke power and elegance at once. She was hooked up to what looked like hundreds of power cables as officers, scientists and laborers scurried about around her.

Jim forced himself to look away from the ship and saw Amelia hurrying toward him. "Thank you for fetching Mr. Hawkins, Lieutenant. I knew I could count on you."

"Naturally, ma'am," Mayflower replied cheerily. "He's given me no trouble."

"I expect you're a bit disoriented by all of this. Please try to adjust as quickly as you can," Amelia told Jim. She beckoned for him to follow her and started walking toward the ship. "It was my idea to bring you here because I know you can be trusted. The Vice Admiral was _sorely_ against it, but in light of this evening's accident I believe special circumstances are in order. Don't let his displeasure get under your skin, he's just aggravated about what happened. As we all are, I think."

"So what was that? I saw the lights go on and off," Jim asked.

"From what I've been able to glean, it was the ship," Amelia answered. She glanced up at the vessel as if it could hear them talking about it. "Diverting a small portion of the Academy's overall power to this project hasn't placed a strain on the system until now. If my understanding of the whitecoats' chatter is correct, the ship _overrode_ its own energy intake protocols and sucked in enough power to throw the entire Academy off balance. Little things, like blinking lights and doors popping open unbidden – but very nearly a catastrophic blunder. Imagine, if you will, something as critical as the artificial gravity going haywire."

A chill ran down Jim's spine as he realized the truth of what she was saying. "Wait, _what_? You mean the ship thinks for itself?"

"In a manner of speaking," Mayflower spoke up. "From what I heard, it's like one of those navigator robots, except instead of walking about in a metal body it just lives in the ship."

"Precisely. It's not something I'd ever be comfortable with," Amelia muttered.

Jim stared up at the ship, remembering what he had overheard the previous night. The Vice Admiral's talk of "Forefathers" and advanced technology piqued his interest; he wondered if the entity in the ship could see or hear what went on around it, or what it might think about its current situation. If it could even think at all. Some robots were simplistic and reduced to logical functions, hardly as quirky or individual as B.E.N.

"So I see you've chosen to involve the boy in spite of my wishes. I suppose there's no reversing it now," Vice Admiral Blake growled, stalking up to the trio. He looked weary and frustrated and his voice held an undertone of unease. "Have you seen fit to enlighten him on the matter?"

"He knows the basics of what happened, yes," Amelia said coolly. "However, I am not nearly as knowledgeable on the particulars of this project and cannot properly relate the fine details to him. Shall I leave that to yourself, or is there someone else you would rather assign the task of _educating_ him?"

"I believe I am well-suited for the task." Blake folded his arms, obvious distaste in his stance and tone – but Jim thought he saw a gleam of anticipation in the Leonid's eyes. "You come with me, boy. If you're half as clever as they say you are, I expect results here."

Jim felt his stomach twist into a knot. This was the same man who had gone out of his way to alienate Valerie and give Phillips reason to dislike him. A man who clearly viewed him as a second-class, untrustworthy malingerer. The last thing Jim wanted was to be subjected to this man's unpleasantness, but he felt some small sense of victory in being present here. Amelia thought he could do some good here, so he wasn't about to back away.

"Alright, then lead the way," Jim replied, his shoulders squared. "_Sir_."

Blake huffed and motioned for Jim to follow him as he headed for the gangplank. Jim hesitated long enough to give Amelia a worried look, which she countered with a stern squint. However, she turned and whispered something to Mayflower, who immediately hurried to catch up to Jim and Blake. Relief flooded Jim as he took comfort in the fact that he wouldn't be alone with the Vice Admiral. He made sure to give the Lieutenant a genuine smile as she fell into step with him.

Mayflower smiled back; Jim decided he could trust her, even if he had only just met her.

"Welcome to the _Centurion_," Blake announced, halting at the base of the gangplank and spreading his arms proudly. "The culmination of a lifetime of research and reverse-engineering. She's to be the first of her kind, the prototype of a fleet the likes of which the galaxy has never seen before. I've spent years of my life channeling resources into her construction, and I expect anyone who thinks themselves worthy of laying a hand on her to consider the _consequences_ of doing anything rash."

_Wow, I wonder who that's directed at,_ Jim thought with an internal groan.

"_Centurion_," Mayflower breathed. "A noble name. She certainly looks the part of nobility, doesn't she?"

"Don't let her outward appearance fool you." Blake started up the gangplank, hands now clasped behind his back. "The sight of her is meant to inspire feelings of security in Imperial citizens and terror in the Empire's enemies. Think of her as... a highly motivating peacekeeping tool, a beautiful but dangerous instrument. The Procyon Hierarchy thinks itself superior to our Empire because they can build bulky, unattractive ironclad ships and win engagements with the Navy through sheer virtue of brute strength. This is our answer to such an insult – an elegant weapon for a more civilized age. An age _Centurion_ will usher in."

Jim found himself marveling at the ship's little details up close. Everything, from the masts to the deck itself, was reinforced with metal. And not just any metal. It was laced with engraved symbols and lines which reminded Jim of an oversized circuit board; these symbols and lines glowed blue as energy seemed to course through every part of the ship at once. As if the entire ship was one huge solar sail, transferring power from one end to the other. He vaguely recalled seeing similar patterns on Treasure Planet, though he had been too busy at the time to get a good look.

"I've seen this before," he remarked, pausing and touching one of the glowing symbols with the toe of his boot. "This is-"

"Ancient technology, yes," Blake finished. "Ancient – but _powerful_. The same engineering which gave Captain Flint the ability to fast-travel throughout the galaxy."

"You mean portal technology?" Jim asked.

"Somewhat, yes. So far we haven't been able to crack that particular function. But the Forefathers – the precursors who built Treasure Planet and similar artifacts – they were able to harness solar power to its full potential. It was they who seeded the stars with what would grow into solar crystals. Everything we have developed independently of studying their work, we have unwittingly based on what they left behind."

"Forefathers," Jim mused. He pretended to have never heard the word before. He craned his neck to look up at the solar sails, a smirk crossing his features. As much as he disliked Blake, he had to admit – this was an incredible feat. Whether it actually worked remained to be seen, but the fusion of lightship with ancient tech was visually impressive enough to get his hopes up. "So what happened earlier?"

"An anomaly." Blake came to a stop and turned to look at Jim, his eyes narrowed. "Everything you have seen, and everything that you are about to see, is classified. Anything you witness doesn't exist outside of this room. Is that going to be a problem?"

"Absolutely not, sir," Jim answered.

_Just give me an excuse to eject you from this space station_, the Vice Admiral's scowl seemed to say. But he gave a stiff nod and gestured for Jim to follow him belowdecks.

* * *

><p>The engine room was a jungle of electronic vines. Jim had never seen so many power cables packed in so densely. The engine itself was unlike anything he had ever seen before; it was bigger and didn't look at all like it ran on solar energy. An intense blue light emitted from the slats on the front of the engine and there was a low hum which occasionally peaked into a crackle. Lights winked on monitors nearby.<p>

Blake pushed aside a tangle of cords hanging from the ceiling. "Any of this ringing a bell, Hawkins?" he grunted.

Jim glanced over at Lieutenant Mayflower, who still appeared entranced by her surroundings. He got the feeling this was her first time aboard as well. "Not really," he replied. "What exactly am I supposed to be looking for?"

"Doctor Roa!" Blake called. "In here, if you please."

A Procyon clad in a white lab coat came from around the corner. Jim was taken aback by how diminutive the doctor was; the alien was covered from head to toe in bushy brown fur. "You have brought guests," the doctor mused, her accent thick. Her raccoon-like appearance gave her a sly look, Jim thought. "Vhat is dheir security clearance, might I ask?"

"This is Cadet James Hawkins. Consider him as you might a civilian consultant," Blake explained. "And this is Lieutenant Mayflower."

Roa's lab coat was stained with grease and oil. She wore goggles and patches of her fur were blackened from soot. "Dhey had better be vort de risk, dhen. Dhis is no time for frivolity. If you did not burden me vhit bumbling buffoons, perhaps dhere would be happening less accidents."

"Pleased to meet you," Jim said, extending a hand.

The Procyon stared at his hand as if he were pointing a knife at her. She then reached out and shook it with a much firmer grip than he expected. "At least dhis von is having manners," she muttered. "I am Orlav Roa. Formerly great chief engineer of Procyon Hierarchy. Exiled for minor qvarrel vit rival engineer. _I improve your designs,_ he say, ruining my vork. I kill him for dhe offense, everyone overreact. And so I end up here."

"Oh, that's reassuring," Jim heard Mayflower mutter.

"Dr. Roa is the woman who made _Centurion_ a reality and continues to do so," Blake said. "Her ability to blend and improve Terran and Procyon tech has catapulted this project forward."

"Dhis ship is my great vork. _Centurion_ is my child, my family." Roa gave Blake a dirty look. "You still are not explaining vhat dhe purpose of dheir presence is. You say consultant, all I hear is _distraction_. I have vork to do." She flapped her hands as if to shoo Jim and Mayflower away.

"Mr. Hawkins was present during the inadvertent discovery of an observation world," Blake informed her knowingly. "An observation world repurposed by pirates to serve as a secret stash of treasure. He was able to successfully activate and utilize the portal there, in a matter of minutes if the reports are correct."

_That_ got Roa's full attention. She came uncomfortably close to Jim and peered up at him expectantly. "Vell dhat changes dhings, dhen," she said almost excitedly. "Portal, you say? An aperture, a big door, opening and closing to different places?"

"Yeah, exactly." Jim took a step back to avoid having the chest-high alien in his personal space. "So you know how it works?"

"All has been _dheory_ until now," Roa admitted. "Come vit me. I vant to show you somedhing." She looked over at Blake and jerked a thumb at Jim. "I like dhis von. Can I keep him?"

"If Mr. Hawkins proves relevant to this project, then..." The Vice Admiral sighed heavily. "I suppose it's unavoidable."

Roa grabbed Jim by the hand and led him into a room adjacent to the engine room, with Blake and Mayflower following behind. It looked an awful lot like the _Legacy's_ control room, its walls lined with panels and plugs, but everything was much more advanced. One huge panel dominated the center of the area, and instead of keys and knobs the panel was covered in holographic tabs. On closer examination, Jim realized they were symbols.

"Dhis entire system runs on template extracted from von of dhe artificial planets," Roa stated. "Dhe Forefadhers vere very fond of pictures, not so much of dhe writing. Ve have not been able to come up vidh a vay to translate what little of dheir language exists. And so, I stick to dhe pictograms. Much simpler dhat vay, yes?"

She indicated the main panel and began naming off symbols. "Primary power. Auxiliary power. Gravity. Lockdown protocol. Dhese are dhe main functions. Dhere are many odhers, but dhey are not yet tested. Ah yes, and dhis von. Dhis von accesses dhe AI."

"AI?" Jim blinked. "Oh, right. Artificial intelligence. How does that work, anyway?"

"Is still in testing," Roa told him. "AI does not control ship. Captain, navigator, rest of crew, dhey control dhe ship. AI simply helps, makes sure everydhing runs smoothly."

"If it doesn't control the ship, then why the bloody blazes were you going on about it _panicking_ earlier and trying to drain the Academy dry of power?" the Vice Admiral asked crossly.

"Protocols give AI ability to take measures if ship is threatened," Roa replied. "Vhat I am trying to find out is _vhy_ AI felt dhe situation vas dhat dire. A being of pure logic does not act on paranoia, Vice Admiral. Dhere vas somedhing going on, but right now dhe AI refuses to tell me vhat. Perhaps it does not even know."

Jim's attention was drawn to a silvery orb in the middle of the control panel. It was halfway embedded in the panel and its surface was criss-crossed with glowing blue lines. It looked almost exactly like the map to Treasure Planet, except it was smaller and differently colored. He pointed at it and raised an eyebrow. "So what does _that_ do?"

"Ah, yes. Dhat is central control mechanism. Contains star charts, all sorts of nav data. Can be operated independently of system, but _only_ if ship is lost. If removed, ship goes hayvire. Kaput." Roa clapped her hands together for emphasis. "Dhere will be no playing vidh dhat, unless you vant to go sit in dhe brig. Or vorse."

"I can only imagine what _worse_ might be, considering that you murdered somebody," Mayflower muttered under her breath.

Either Roa didn't hear her or chose to ignore her. "Right now dhe only option is to comb dhe ship from bow to stern, port to starboard, until ve find dhe source of dhis disturbance. And hope it doesn't happen again. _Centurion_ needs a lot of power to sustain herself."

Jim began to wander as Roa fell to conversing with the Vice Admiral about contingencies in case the disruption from earlier repeated itself. His eyes traveled up and down the bundled cables that covered the walls and floor. He exhaled as he let his mind shake free of stress and distractions, focusing on only the here and now. It was a tactic he often used on the firing range when the cadets trained with actual rifles, not the stun guns used in the simulator.

He looked around in a bored fashion, waiting for some aberrant detail to leap out at him instead of searching for it. His feet shuffled as he turned this way and that. It was like browsing at a store he didn't care to be in – except this was hardly a shopping trip.

His gaze settled on a large cable that ran vertically up the opposite wall. There was a visible cut in the surface, a thin but deep incision that had all but severed the cable in half. It didn't look as if someone had hacked at it with an axe or sword; it looked rather like a surgical cut, clean and quick. A couple of sparks emitted from the gash, landing harmlessly on the floor.

"Uh, doc?" Jim gestured at his discovery. "I think I just found your problem right here."

Roa stormed over and took in the damage, her expression darkening as she became livid. "Dhis is _sacrilege_," she hissed. "Dhat is von of the most important temporary linkages to dhe engine! Vonce ve have dhe interior wiring finished it vill be unnecessary, but now-!" The Procyon balled her hands into fists and snarled. "Dhat must have left _Centurion_ at vhat, thirty percent? Enough to trigger dhe emergency protocols. Oh, dhis makes me so _angry!_"

"So somebody quite literally _cut_ off part of the power supply and that's why the ship tried to steal the Academy's energy?" Mayflower asked, intrigued.

"Yes." Roa bristled with anger as she spat the word. "Someone who vill _pay_ vhen I get my hands on dhem, I svear it."

Jim glanced to his left at one of the cables that hung down from the ceiling and saw something glinting in the dim light. Closer observation revealed that a single hair was stuck in one of the metal bindings that held the bundle together. He picked it out and studied it, noting its reddish-gold color and wavy texture.

_No way..._

"Have you got something else, Hawkins?" the Vice Admiral demanded, having walked up while Jim's back was turned. It was enough to make Jim flinch and he stuffed his hand in his pocket, hiding the evidence.

"No... no, sir. Just looking around, tryin' to see if anything else is messed up," he managed.

"Hmmm. Dr. Roa, have your men comb this entire ship for any other abnormalities. Hawkins, Mayflower, with me." The Vice Admiral strode out of the room after making this declaration. Jim hesitated, making eye contact with Mayflower, who gave a little shrug. They both walked out together, leaving a seething Roa to throw her tantrum in peace.

"I'll draft an official notice transferring you from the Commodore's supervision to my own. As much as it _pains_ me to say so, I believe including you in this project is the correct choice. _However_." Blake halted before the ladder leading to the deck above, a forbidding look on his leonine face. "To everyone but myself and those you have witnessed here, this project does not exist. This entire sublevel does not exist. _You_ will not exist if the secrecy of my work is breached. Is that understood?"

"Transparently," Jim replied tersely.

He felt more terrified than anything, and not because of what the Vice Admiral had just said. The evidence still clasped in his sweaty fingers, in the fragile safety of his pocket, was more of a threat to his life than anything else this project entailed. It felt as if his whole existence was now bound up in a scandal embodied by a single hair.

A single hair, which – if Jim's eyesight and memory served him true – belonged to none other than one Valerie Blake.


	10. Broken Trust

The sound coming from Commodore Phillips' study first registered in Jim's mind as a scream. He quickened his pace as he approached, but slowed as he realized it wasn't a scream at all. It was a loud and wailing sort of scraping noise. He winced as yet another piercing note came from behind the door, then raised his fist and rapped three times on the wooden surface.

The scraping came to a halt. Seconds later, the door opened and he found himself face to face with the Commodore – give or take a few inches, since he was half a head taller than her. She had on a dark green coat with gold trim today and her hair was pulled back in a braid. Jim thought she looked better than she had in days as far as overall posture and color was concerned.

"Pardon me, ma'am, but I have orders from the Vice Admiral," he said with a salute. He then extended his other hand, which held a folded letter sealed with wax.

"Do come in, then," Phillips said. She waited until he had done so, then closed the door. "From what I hear, you had a most interesting evening last night."

Jim hesitated to answer. The _Centurion_ and everything related to it was classified, and he had no idea whether or not Phillips was even involved. "You must've told somebody what a good job I did with that control panel the other day, 'cause now everybody wants me to fix stuff," he said with a casual grin.

"Let's see these orders." Phillips took the letter from his grasp and unfolded it quickly, walking over to her desk as she did so. Jim saw a violin and its case resting on top of the desk, presumably the source of the screeching from earlier. Somehow the mental image of the severe Phillips sawing away at a violin came across as comical.

Jim pushed the amusement out of his thoughts. He had barely slept the previous night, unable to relax after all that had happened on board the _Centurion_. Today he was clean-shaven, wearing a freshly-pressed uniform and with his hair combed back, but he felt as if he had just crawled out from under a rock.

"What?" Phillips snapped. She shook the paper in her hand as if it had just insulted her. "So, you've managed to wriggle your way into the Vice Admiral's good graces after all. I never thought I'd see the day." She gave a little sigh, crumpling up the letter and tossing it toward the wastebasket beside her desk. It went wide and rolled across the floor.

Jim ambled over and easily scooped up the wad of paper. "You sound disappointed," he remarked.

"Pssht. Hardly. Ah, yes. Where is that blasted-" Phillips looked around, a frown on her face. "Well, where did you go, you amorphous scamp?"

Morph slowly rose out of a teacup on Phillips' bookshelf, looking perturbed. He immediately flew over to Jim and transformed into a pair of earmuffs, then latched on Jim's head. A concerned trill escaped the Protean as he did so.

"Ugh. He despises my playing," the Commodore muttered. "You needn't fuss over Mr. Hawkins so, I'll not torment either of you any further."

"I didn't see that when we were unpacking your stuff," Jim remarked, indicating the violin.

"Oh, I only found it yesterday. I'd stuffed it in an old chest and forgotten about it." Phillips sat in her chair and put the violin back into its case, along with the bow. "I was classically trained as a child. But it seems the years have taken it out of me."

The amusement Jim had felt earlier now seemed shameful as he remembered what he had learned about the Commodore's past. _Four ships taken down, and her the only survivor... _It was probably hard to play a violin with a bad back and whatever else the experience had done to her.

"I'm sorry," he said, an unintended softness in his voice.

Phillips looked right at him, her amber eye flashing. "Well, I suppose you've got things to do for the Vice Admiral, now haven't you? Best not to waste your time in here. Off with you, then, and take your pet with you. He's been pining after you this whole time and I'm hardly suited for it; he requires more... _affection_ than I can give."

Morph chittered happily and resumed his usual pink form, wagging his "tail" and flying in loops around Jim's arms. Phillips watched with an expression Jim couldn't quite interpret, though he thought the slight dip of her shoulders was somewhat melancholy.

"I thought you said _no pets allowed_," Jim pointed out.

"Mr. Hawkins, if there's one thing I despise with every fiber of my being it's having my judgment _questioned_," the Commodore growled.

Jim couldn't help smiling. He cupped his hands and Morph settled into his palms, babbling contentedly. "Duly noted," he replied. "And... thanks."

Phillips shut the violin case and let her hand linger on it for a couple of seconds, a wistful sort of gesture. "Bah. Save your _sorrys_ and _thanks_. Be grateful you didn't have to go through what I had planned for you today, as it had a lot to do with _mildew_."

"What will you do now? Now that you don't have to make up stuff for me to do, I mean," Jim asked.

The Commodore tutted and set to work straightening the papers that cluttered her desk, shoving the violin case over to the side. "My job," she said simply. "I believe I've caught on to the rhythm here, as it were. Miss Blake has failed to report to me _two days_ in a row now, so there's something to attend to. Unusual that her father hasn't said anything to me on the matter."

Jim remained silent. His deductions about who had sabotaged the _Centurion_ were still a secret and he planned to keep it that way. A single hair could have come from anyone with the same hair color and texture; Jim knew of several people here who fit the bill. But hearing this latest information nudged his suspicion back in Valerie's direction.

"I guess I'll leave you to it," he said, with a polite nod of the head. "Unless there's more to discuss, of course."

"There is one thing." Phillips looked up from her straightening and scowled. "If you happen to see my walking stick anywhere, I would be most grateful for its speedy return to my person. I've been without it since last evening."

"You sure Morph didn't hide it somewhere? He does that sometimes," Jim suggested. Morph made an offended sputtering noise and pouted.

"I am sure," the Commodore stated. "Oh, and James – that question I asked you, the day we first met. I suppose it is no longer my place to demand an answer from you, but I urge you to keep it in mind. I shan't waste my breath trying to convince you of one thing or another; I simply ask you to consider what is most true to your heart."

Jim's brow furrowed as he picked up on the sincerity of her tone. When he considered what he knew of her past experiences – the loss of her ship, her crew, possibly her health as well – her challenge to him made perfect sense. _It's a big, bad universe out there, with no room for indecision or error. You win or you lose. Live or die. _If she considered herself responsible for what happened, then demanding that he figure out where his loyalties truly resided wasn't unreasonable at all. Now that he really thought about it, her motivations for being so stern with him weren't at all petty; in fact, they were very personal.

"About that," he answered hesitantly. He looked down at the tops of his boots. "I, uh – I've been thinkin' about what you said, and I... you were right. If I'm gonna do this, be an officer, I'll have people depending on me. Lots of people. People I'm supposed to keep safe."

Phillips was listening intently. She had her head turned so that he wasn't in her blind spot; he wondered if she was deaf in her left ear as well. _That would explain why she yells so much_...

"And I don't know if I'm ready for that," he continued. "If I'll ever be ready. I still have a lot to sort out from my past. But I've still got two years left here, and I'm gonna stick to it, no matter what. That's somethin' I learned, that you can't just give up without a fight. When the time comes, maybe I'll step down. Maybe I'll go find something else. But until then... until then, I'm gonna do my best."

He half expected her to sneer at him. Compared to her, he was a tadpole preaching about the day it would grow legs. But she was quiet now, studying him with a pensive frown.

She was the opposite of Silver – no cajoling, no attempts at filling an awkward silence with banter, no going out of her way to convince people she was trustworthy and affable. What you saw was what you got, whether you liked it or not. But she was hardly transpicuous; what you saw was only what she _wanted_ you to see. She was unreadable as she processed what he had just said.

"Satisfactory," she finally replied. "_Barely_ so, but it'll do."

_Satisfactory? That's it?_ Jim shook off his slight disappointment and gave a small nod. "I'll be on my way, then," he stated, heading for the door. "Good day, Commodore."

"And to you, Mr. Hawkins," Phillips answered, her eye following him as he passed through the doorway and pulled the door shut behind him.

As soon as he reached the end of the hallway he heard the scraping start up again. Morph made a dismayed burble and burrowed into Jim's left pocket, as if to hide from the hideous noise. Jim shook his head as a rueful smile twitched his lips. She was persistent, he had to give her that; probably as hard-headed as himself, if not more so. He doubted anything short of smashing the violin would keep her from trying to remaster it.

As horrible as the sounds coming from her study were, there was an odd beauty to the fact that they were happening at all.

* * *

><p><em>Practice makes perfect<em>, the adage went. It was a mantra Phillips had recited to herself as a young child, as she stumbled and tripped her way through all manner of dancing lessons and similar pursuits. The memory of straining to stand on her toes, her little feet bound up in ballet slippers, was still quite clear in her mind despite being nearly four decades old.

But this was not a matter of practice or learning through repetition. It wasn't even about picking up a rusty old habit in need of polishing. It was rather like trying to force an old clock with gears and cogs missing to keep accurate time, knowing full well it could never keep up but insisting that it do so anyway. A foolish pursuit.

_Isn't this the definition of insanity? Doing the same thing over and over again, and expecting different results?_

She slowly lowered the old violin and felt a familiar pain lance from the base of her spine up through her left shoulder. A humorless laugh, more of a bitter wheeze, escaped her as she set the instrument down on her desk. For a moment she was merely an aging woman in an office that seemed too big for her, surrounded by relics of her past which made poor excuses for good company. A lonely, miserable image.

She pulled open one of her desk drawers and picked up the framed picture that lay within, raising it up and glancing at it with a tired look. Her own face smiled up at her, twenty years younger and bearing not a single scar. Her remaining eye narrowed as she studied the fellow her younger self stood arm in arm with, a scowl darkening her face as she gritted her teeth.

_I'm alone. There are hundreds of people here on this space station and I'm completely alone._

Before she quite knew what she was doing, she had already hurled the picture over her desk. It hit the wall about half a meter from the door and fell to the floor, the glass now fractured into segments. The Commodore let it lay there, sinking down into her chair and despising her circumstances.

It was easy to distract oneself by harrying others, a technique she had perfected over years of being a leader and overseer. It was downright _therapeutic_ to flout one's rank and notoriety now and then; it kept others from forgetting just who and what she was. But not even watching fear bloom in the eyes of the (spoiled, arrogant) cadets here could soothe her current funk. Ironically, it was the unlikely connection she had made with Hawkins that proved most effective.

_And now he's off to greener pastures, and I shan't be surprised if young Blake never returns. I wonder what her father will do with the both of them..._

She got to her feet and walked over to the window. All she had to do was unlatch it and it swung open, a fresh Etherium breeze wafting in and bathing her face in cool air. It was hardly as dramatic as standing at the helm of one's ship as the winds whipped past, but it was better than nothing.

There had once been a time when she gazed at the distant stars and felt a stirring of hope in her heart. A time when the far-off reaches of the galaxy called to her, promising experiences beyond her wildest dreams. But that time was long past, and now as she stared into the majestic cosmic beyond she felt dread twine around her heart and tighten like a constricting predator. Now the horizon only brought to mind the memory of _burning_ – of Arcturus's brilliant orange glow, and the red hungry heat of flames as they devoured wood and melted metal -

Phillips inhaled suddenly, a gasp as if she was coming up for air, and slammed the window shut. Latched it sloppily, then took a step back. Reality came in spurts, the stale-air smell and the drab green wallpaper of her study bringing her out of the past. She looked down at her own gloved hands, reached up and touched her eyepatch, then realized she was trembling.

"Looking for this?"

She flinched and whirled around. A familiar silhouette darkened her doorway – that of Vice Admiral Blake. He held her cane in his hands.

"I... yes," Phillips answered shakily. She straightened up and clasped her hands together, unwilling to let him see weakness on her part. "Wherever did you find it, Charles? I haven't a clue where I left it-"

She stopped short upon seeing the look on Blake's face. It was a look she knew well, one she often wore herself. A glare that meant business.

"A curious item, this," Blake remarked. He yanked the handle of the cane and a thin blade slid out of its sheath. "Unsurprising – that was always your style, wasn't it, Catherine? As brazen as you may be, you're terribly sneaky."

"What is this really about?" Phillips snapped. "Don't dance circles around me, spit it out."

"You know _full well_ what it's about," Blake snarled. He stepped further into the room and several Royal Marines filed in past him, armed with laser rifles. "Catherine Elizabeth Phillips, you are under arrest for deliberate sabotage of a sanctioned Special Warfare Project of the Terran Empire. And may I add how very _disappointed_ I am. I should have listened to my better judgment from the very beginning, but I believed you could be trusted. I can see now that I was wrong."

"What proof do you have to bolster such an accusation?" Phillips cried. She was frozen in place, now surrounded by Marines and unarmed. "That cane's been missing since yesterday, you can't just go waving it about and making assumptions-"

"I have all the proof I need," the Vice Admiral sneered. "An eyewitness _saw_ you skulking about yesterday, while the cadets were partaking in their dinner. An eyewitness whose character I place implicit faith in, unlike your own." He shoved the sword back into its disguised sheath, then motioned at the waiting Marines. "Take her to the brig."

Phillips just _stared_ at him. She didn't even struggle as two Marines took both of her arms and restrained her between them. "You invited me here," she said hollowly. "You know me better than anyone. You know I wouldn't... Charles, please! It doesn't make sense, you must see this!"

"It's clear to me that the warnings I received about you were _correct_," Blake said matter-of-factly as his Marines forced Phillips out of her own office. "I should have left you to rot in your own self-pity back on Asterfeld. I thought that gleam in your eye was determination to pull yourself up from that rut, not _madness_."

"_Charles!_" Phillips screamed, abandoning all pretense of dignity for an instant. "Please, just _listen to me!_"

"I am listening!" Blake yelled back. He curled his lip in disgust as he watched his men drag her away. "And all I hear are the ravings of a war-addled _lunatic_."

He looked down and realized his boot was on a fallen portrait frame. He bent and picked it up, glancing at the picture before emitting a contemptuous grunt and flinging it away. "Of course," he said to himself – then he turned and followed after his Marines, leaving the Commodore's study.

As the door slammed and the impact rattled the entire room, the poorly-latched window swung open. The gentle breath of the Etherium coursed in, rustling the papers on the desk. One paper came loose and fluttered to the floor, landing neatly beside the Commodore's chair. It was a Letter of Marque, an official pardon signed by the Queen herself – and the space where a recipient's name should have been was blank.

The stars continued to glitter and twinkle from afar, spectators indifferent to the plight of the players on the stage of the Academy.


	11. Secrets and Lies

"I could do vidh ten of you," Dr. Roa purred, intently watching as Jim worked on his knees. He was elbow-deep in a tangle of cords and wires, his brow furrowed in concentration as he manipulated two separate links of cable toward each other beneath the mess. "No, _tventy_. Vhat is dhe vord for genius child? Ah, yes. _Prodigy_. You are a prodigy, Hawkins Jim. Vhat dhe Vice Admiral was dhinking, keeping you from dhis project, I vill never make sense of! Vhat you vork here is magic."

"Y'know, I read somewhere -" Jim paused, gently connecting the cables and allowing himself to fully exhale once the job was done. "Magic is just science we don't understand yet."

"I vill have to remember dhat von." Roa leaned down and observed what he had done with an approving nod. "Dhere. Dhat vill fix dhe problem vidh dhe lighting in dhe galley, I dhink. Now come! Dhere is more to do yet."

Jim got to his feet and watched as the Procyon scientist _skipped _into the next room, her fluffy tail bouncing as she went. She certainly had a memorable personality; it was like combining a childlike whimsy with pure cold-blooded logic and a dash of self-assuredness that reminded him of Commodore Phillips. Except he highly doubted the Commodore would ever _skip _anywhere, for any reason.

_How long has it been since I said goodbye to the Commodore? Two, three days?_He shook his head as he realized he wasn't really sure. _Heh, hope she finally got that violin to make a noise that didn't sound like a dying Orcus Galacticus..._

Hours blurred into days aboard the _Centurion_. It was as if his former punishment, along with his education, had been put on hold so he could devote all of his energy to working on the ship. It wasn't a development he resented in the least bit. He now ate and slept down in the secret sub-level with the rest of the crew, his accommodations little more than a hammock and meals consisting of stew and biscuits - a Spartan sort of living compared to the mess hall and the room he shared with Francis, but it was _exciting_.

He wondered what excuse had been fed to his teammates to explain his protracted absence. He missed them, wondered how they were holding up in the arena without him, but the company he kept here was enough to distract him from moping. Lieutenant Mayflower often dropped into check on him, claiming she was doing so on Amelia's orders. Roa's team of scientists were a friendly lot despite their tendencies to ramble about subjects he couldn't quite grasp, and he had already spent twenty minutes today nodding while one of them made a speech about particle physics.

It was his ability to understand _Centurion's _inner workings that made him a valuable asset. At first he had been unsure of himself, but repeated observations and a bit of tinkering had familiarized him to the point where he felt as though the ship was an old friend. Intuition and luck were his allies, guiding his hands as he learned what made the mighty vessel tick.

He didn't even wear a uniform here, just an off-white shirt and dark gray britches with work boots. His jaw was prickly again but nobody bothered to remind him to shave. It was like he had stepped into another world, a world he could adapt to with ease.

Morph chattered and zoomed around, carrying a torque wrench. The scientists were utterly fascinated with the creature and had already adopted him as part of the project in spite of Amelia's concerns. He tried to be helpful, he really did - he just had an unfortunate penchant for imitating important items, which created a few instances of panic as the scientists rushed around to figure out where he had hidden the _real _actuator or hydraulic pump…

Jim placed a hand on the wall as he headed after Roa, his fingers running over the geometric patterns there. _Centurion _had a lifebeat of her own, a pulse that thrummed through her with glimmers of blue every so often. The damage from the sabotage incident had been repaired and now the ship was fully powered again. He still felt anxious over his suspicions regarding the incident, but right now there was no time for speculation; he had a job to do, several in fact.

"Ah yes, there you are, Jim. If you could come with me, please; I'm sorry to interrupt, but there's something I must discuss with you."

Amelia gracefully picked her way through the lengths and coils of cable in the floor, approaching him. Dr. Roa immediately came rushing in from the next room. "Could it perhaps be waiting until after dhe jobs I give him are finished? Dhere is much left to do…"

"I'm afraid not," Amelia answered quickly. "This is a matter of some priority, you see. I'll have him back to you as soon as I can, I assure you."

"Hmph." Roa flapped her hands at him dismissively. "Fine, go dhen, do the talking and then come back so ve can complete dhese repairs."

"I can't abide Procs," Amelia muttered under her breath as she ascended the ladder that led to the upper deck. "I suppose that's terribly prejudiced of me, but I've dealt with some rather unsavory individuals from the Hierarchy in my day. Dr. Roa is only loyal to whoever pays the most for her expertise, always keep that in mind."

"I have a feeling you didn't come down here to talk about Procyons," Jim replied as he followed her up the ladder. "What's goin' on?"

Amelia glanced at him almost regretfully. "I'd prefer a more private environment," she said in a low voice, looking around.

Jim followed her gaze and saw Vice Admiral Blake conversing with a technician near _Centurion's _helm. "Oh, of course," he answered. "Can't argue with you there."

He trailed after Amelia, heading down the gangplank and toward the lift that would take them back up to the main levels of the Academy. As soon as the lift doors closed Amelia turned to him and drew in a stiff breath before speaking. "I've just learned that Commodore Phillips was arrested three days ago. Charged with committing treason in the form of sabotage - the very problem you were summoned here to address the day before."

Jim blinked, trying to make sense of what was coming out of her mouth. "Wh-what?" he asked, blindsided. "I mean… _how_? That's crazy…"

"Her cane happens to be a concealed blade, and was discovered lying in _Centurion's _hold shortly after you found the damaged cable. The belief is that she accidentally left it there and failed to retrieve it before fleeing the scene. The thickness of the blade matches the incision in the cable precisely. As far as the evidence is concerned, it's solidly incriminating - she has no alibi for the timeframe in which the crime occurred, as she states that she was alone in her study for the duration of the evening."

Jim couldn't believe what he was hearing. No, he _could _believe, but he didn't want to.

"Why tell me?" he asked, swallowing down the lump in his throat. "What can I do about it?"

"Well, you were under her close supervision for several days. Perhaps you can offer insight no one else possesses," Amelia told him. "And because I _worry _for you, Jim. We both know what came of John Silver's deception, and it troubles me that you might have been deceived yet again. No one deserves that burden, least of all yourself."

Her frankness was surprising. "So… what happened to her? Where is she?"

"As far as I'm aware, locked in the brig on this station. And no, you may not visit her." Her words were strict but her eyes were full of what looked like sadness. "I must insist that you share any relevant information from your time with her, however. As your superior officer _and _as your concerned ally. Not because I seek to heap more blame upon her, but because…"

Amelia's words trailed to a halt. Jim saw tension on her face, as if she was wrestling to say what was on her mind.

"Was it the Vice Admiral who told you it was her fault?" Jim asked abruptly, heat rising in his chest as an ugly suspicion formed in his mind.

"Why…" Amelia's eyes narrowed. "Now Jim, we shan't suspect the Vice Admiral of lying. Even if he and I do not see eye to eye on every issue, he is hardly a villain-"

"But you don't get it!" Jim protested, not caring if he sounded rude. "I should have said something when it happened, but I stayed quiet because I was scared. I thought Blake would kick me out of the school if I told anybody what I found."

"Found? When did - _what _did you find?" Amelia demanded. The lift chimed as it reached the upper floor, but Amelia reached out and pressed down on the button that would hold the door closed. "Answer me truthfully, Jim. Please."

Jim inhaled shakily. Amelia was someone he trusted absolutely and for good reason. Why, then, was it so hard to just tell her the truth?

_Because you know how the politics are at this school_, his own paranoia whispered at him. _Because that's how you survive, keeping secrets and not getting involved._

"I found a hair," he said hesitantly. He looked down at the tops of his boots. "Stuck in one of the cables by the… where the power had been cut. It wasn't Phillips' color. It was… I think it belonged to a student. A cadet."

"Go on." Amelia was fully attentive, engrossed in what he was saying.

"I…" Jim closed his eyes, praying to his lucky stars that this wouldn't seal his fate. "I think it was Valerie Blake, ma'am."

Amelia _stared _at him. Her countenance quickly shifted from steely to shocked and back again, her pupils contracting into slits. "Are you _absolutely sure_," she breathed.

"I mean, there are lots of people with hair that color, she was just the first person who came to mind-"

"Hush." Amelia reached up and pinched the bridge of her nose, appearing suddenly exhausted. "Now that you have told me, do not ever let those words pass from your lips again. Do you understand?"

Jim nodded. "I just… I don't think the Commodore would _do _that. I know what happened to her, about Arcturus and Ironbeard. I think she just wants her life back, not to ruin someone else's project. Especially not a project that'd put the Empire on the cutting edge of fighting pirates and everything else."

"Blake says she's cracked from the strain," Amelia said wearily. "That the physical and mental losses have taken their toll and turned her unpredictable. Do you believe such a thing possible, Jim? Did she display, at any point in your time together, a single sign of instability?"

"No." Jim shook his head. "Never."

"Then we must be careful." She lifted her finger from the button and the door slid open. "I am sorry to have troubled you with this, Jim. I truly am." She stepped into the hallway and paused for a moment, her right hand curling into a thin fist. "Try not to let it weigh on you. I have my own resources I can afford to spare for this matter - you just focus on staying beneath the radar. You've done enough."

_No, I haven't_, Jim wanted to reply. But instead he nodded. "Yeah," he said, his voice thick. "Sure I have."

He took off in the opposite direction as Amelia headed down the hallway, presumably to her own office. He walked quickly as he went, his stride fueled by anger and confusion. He didn't care if anyone panicked over his absence down below - he needed this time to just _think_. To process what he had just learned and avoid a meltdown. He doubted he would be able to face the Vice Admiral without getting agitated.

He wished Silver were here in spite of everything. _I bet he'd be able to figure this entire mess out. Maybe someday I'll be that clever, but right now I'm not. I can't even make a move without wondering if it means I'll be expelled… or worse._

He stopped in his tracks as a thought occurred to him. A risky thought, a thought that seemed too ludicrous to take seriously. But as he resumed walking, he began to entertain the notion of _what if… _and it quickly bloomed into a very real possibility, one which grew more probable as his pace increased and a determined scowl settled on his features.

The Vice Admiral was a powerful man, influential and well-connected. A great man with an impressive record - but in Jim's solid opinion, an arse with too much clout. Arses with too much clout tended to believe they were invincible, which made them vulnerable to moves from opponents they underestimated. Even Silver had made the mistake of underestimating Jim on several occasions, when they were rivals vying for Flint's trove.

The only thing in his way was his own fear. Fear of failing, of having his future here threatened and torn away. Fear of returning home and seeing the disappointment in his mother's eyes. Fear of failing _himself_-

_But which am I gonna feel most guilty for? Getting kicked out of the Academy, or letting somebody go to prison who doesn't deserve it?_

The answer was obvious.

* * *

><p><em>KNOCK-KNOCK-KNOCK.<em>

Jim's knuckles smarted as he pounded on the wooden door. When there was no response to his first attempt, he tried again, this time even harder.

Room 232 - the room Valerie shared with another female cadet, a Argonian if he recalled correctly. It was the middle of the day, the time when most cadets were in class or in the simulator, but he had a hunch and he wasn't about to let it slide without acting on it first.

_Maybe no one's in_, he thought. "Hello?" he called, trying not to sound angry. "Valerie? Listen, it's Jim. I, uh… I really need to talk to you. Like _really _really need to talk."

Silence. Jim's shoulders sagged as he breathed out a sigh of frustration. But just as he turned to go, he heard the latch click. The door slowly swung open and he saw Valerie standing there, though at first he barely recognized her. Her hair was a tangled mess, her eyes were puffy and red from crying, and she wore her nightclothes even though it was midday. She looked at him in a dazed fashion, taking in his unusual appearance.

"Hey," she said uneasily. Her voice was hoarse.

"Hey." Jim folded his arms. "Look, I-"

"Come in," Valerie told him, sniffling. "Please. Before someone sees you."

She opened the door wide enough for him to enter and shut it behind him after he passed. Her room was exactly like his, give or take a few features; she had a framed picture on her bureau, a portrait of what he assumed were her parents. Her mother looked almost exactly like her, fiery gold hair and all.

Valerie's bed was disheveled, as if she had been laying in it all day. Jim glanced around the room then turned his attention to Valerie. "Do you want to go first, or should I?"

"Sorry for the mess," Valerie croaked. She fussed with her blankets, spreading them over the bed and smoothing them hurriedly. "I've been… it's been a difficult day."

"I'd say." Jim fought the urge to say something completely caustic; it wouldn't do to introduce more tension than necessary. "Your dad went and threw the Commodore in the brig for something she didn't do. Three days ago, actually. Is that why you're so torn up?"

She glared at him and he expected a harsh comeback. But instead she looked away and sat on her bed, her lip trembling slightly as she clenched her jaw.

"You wanna know how I know she didn't do it?" Jim asked, standing his ground. "I'll tell you how. That special project your dad's workin' on, the _Centurion_? I was there. I'm the one who found out why the power got thrown off balance. I think somebody stole the Commodore's cane and used her sword to cut through a cable. Then they left the cane there so people would think she did it."

"Jim." Valerie was on the verge of tears now. "Please-"

"What?" He couldn't help letting anger creep into his tone. "You got somethin' to say? Go on, say it."

Valerie was quiet for a few seconds. Quiet, but hardly placid; she hugged herself and the redness in her face intensified to the point where Jim thought she might explode. Finally she couldn't hold it in any longer and she let out a ragged sob, her shoulders hitching. She continued to sob as she dissolved into weeping, tears running down her face and dripping onto her nightshirt.

"I did it," she confessed, her voice thin and trembling. "I'm a horrible, horrible person - I did it. I sabotaged the _Centurion_. I stole Commodore Phillips' cane sword. But you have to believe me when I say I didn't mean to incriminate her. I was in a hurry… I panicked and I dropped it. You probably think I'm a bloody liar, but it's true. I feel…" She sobbed again, hiding her face with her hands. "I feel like the most deplorable person in the universe. I don't, I don't deserve to be here… I…"

Jim was stunned. He had expected an angry tirade, an attempt at avoiding blame at the very least. Not a _confession_. His anger devolved into confusion as he watched her break down.

"You…" He fumbled for something to say. "_Why_?" he finally asked, hands raised in utter bewilderment. "If you didn't want the Commodore to take the fall, why do it at all? Your father's project…"

Valerie wiped her face with her sleeves and looked up at him through a film of tears. "Do you really want to know?" she demanded. "Or do you just need more reasons to despise me?"

Jim balked. Then he walked over and sat down beside her, careful not to get too close. He clasped his hands together in his lap and glanced over at her, his brow knitted.

"I really want to know," he told her. _Because I couldn't begin to make sense of this if I tried. Because I feel like there's been something right in front of my face since Day One and I just didn't see it. _"I didn't come here to drag you off to be judged. I came for the _truth_. That's all that matters to me. I know I can fix this if I try hard enough - but to do that, I need to know what's really going on."

Valerie stared at him long and hard, searching his face for any sign of deceit or mockery. Finally she looked away and hugged herself again. "Okay," she whispered, swallowing hard. "Just a warning, though… it might take a while, because it's a story that goes back almost ten years…"


	12. Breakpoint

"I was seven when my mum died."

Valerie's voice was flat and calm, much different from her panicked tone several minutes earlier. She had stopped sobbing, but occasionally she would shiver slightly; her arms were folded close to her chest, a defensive gesture. She hugged herself as she slowly began to explain her position, and Jim listened attentively as he sat a foot away from her on the bed.

"It was… it all happened so fast. She was gone a lot when I was young, being in the Navy and all… she and Father left me with nannies and governesses. One day someone came and told us she wouldn't be coming home. I don't think I got it at first; I kept waiting for her, thinking she was just late. Then Father came for me, and I understood… there wasn't even a proper funeral. There wasn't anything to bury."

Valerie reached up and combed through her curly red-gold hair slowly, absently. "Father explained what happened about a year later. Her ship was attacked by pirates, mercenaries hired by the Procyon Hierarchy to pick off Imperial patrols in contested trade routes. He told me I must never forget what she died for, that I should always hate the sort of people who killed her. It was like he changed into a different person. My life changed from tea parties and music lessons to… fencing, and athletics, and all sorts of things to get me ready for the Academy."

"That's…" _Awful,_ Jim almost said, but held back. "That sounds rough."

"I thought so at first," Valerie admitted. "I decided that I hated the idea of fighting and war. I got it fixed in my mind that if only everybody could just get along, my mum wouldn't have been killed. So I rebelled. I shirked my lessons, flunked my tests… I was determined to never come to this school. Finally I couldn't stand it and I got angry at my father. I shouted at him… I said terrible things. I blamed him for… told him it was his fault she…"

She paused, her voice unsteady. Jim thought she might start crying again, but she swallowed it down and kept going.

"It was like I'd broken his heart into a thousand pieces. He just _looked_ at me, and I realized what I'd done. I begged him to forgive me. But he didn't listen. He grew even more distant, and harsh, and… I was scared. I threw myself into my lessons, tried to be the very best so he would see how I didn't hate him. I convinced myself his way was correct, that I was selfish to disbelieve him. At some point I just… stopped thinking. I did whatever he told me to do. That's what our relationship became, and it was almost back to how it was before. Except he never… he never smiled at me."

Valerie wiped her eyes. Jim genuinely felt badly for her now. The blank space in his own heart, the void that still remained in the wake of his father's departure, ached as he recalled trying so desperately to earn his father's attention and approval as a child.

"You just seemed so sure of yourself," he said quietly. "Like you'd follow him into hell if it came to that."

"Didn't I?" Valerie laughed, a humorless sound. "I guess I was awfully stupid, parading about like he hung the moon. I'm such a liar, I… I believed my own lies. I thought since I'd already been here for two years there was no other path for me. If you can't beat them, join them, right? What a joke."

"So what changed your mind?" Jim asked, as gently as he could.

"The day I didn't report to the Commodore… the day I… well, that morning my father sent for me. I was quicker than usual arriving, since I thought perhaps he'd arranged to get me out of those chores. I chanced on his meeting with somebody I didn't recognize. Somebody very high-ranking. He was talking about a… some kind of plan. I couldn't hear very well because I was trying not to be noticed, I didn't get in close. He was discussing his project, saying there's going to be war very soon. A _war!_ He was excited about it, going on about how he hopes to wipe out the Procyon armada in a single strike. He didn't even sound like himself."

"But we have a treaty with the Hierarchy," Jim said, confused. "A treaty we fought hard to get. Why would he want it broken?"

"He's obsessed with his project. He truly thinks it's the key to establishing Imperial supremacy. And… I think he wants revenge, Jim. He doesn't care who might get killed as long as he gets what he wants. I heard him say any amount of collateral damage would be seen as acceptable once he accomplished his goal." Valerie met Jim's eyes, her own gaze bleak. "Everything I'd fought so hard to push aside and forget, all the things you said, it hit me and I couldn't bear it. I had to do something. Even if it meant breaking the thing he adored the most… I really am a selfish person, you know. I felt jealous. I thought if he loved me half as much as he loved that dratted ship, maybe-"

Valerie choked on a sob. Without thinking, Jim reached out and placed a hand on her shoulder. He half expected her to shrug it off, but she didn't react. She just worked her way through the sudden surge of emotion and cleared her throat to continue.

"I knew the Commodore had a sword hidden in her cane. I spotted her cleaning it one evening, so I came up with a rash idea. I decided I was going to break the _Centurion_. He let me see it the day after he arrived, so I knew how to get down there… I pretended to be running an errand for him. I sneaked into the ship and… I cut a cable using the Commodore's sword. But an alarm went off, and there was a massive surge. I had no idea the ship would try to protect itself. I ran off in a panic and I dropped the stupid cane. So there, now you know. That's the whole bloody business."

Jim retracted his hand and looked away from her. His gaze settled on the framed portrait of Valerie and her parents. As much as he wanted to feel angry at her, he couldn't muster the ire.

Now that he really thought about it, her airs of superiority and condescension from days past did seem superficial and forced. It struck him how his own arrogance, his desire to have something to strive against, had blinded him to the fact that Valerie Blake was too smart to be such a pompously loyal snob. Deep down they weren't so different. It didn't justify the fact that she had framed Commodore Phillips for her crime, but it did ease his wrath over the entire issue.

_Maybe if I hadn't been so selfish, thinking I deserved to be in the right because of what happened with my dad, I might have picked up on her problem sooner…_

"So he's got some kinda crazy plan up his sleeve," Jim mused. "Okay. That's not good. But what are we gonna do about the Commodore? Your dad's branded her a crackpot. Unless somebody does somethin' soon, she's gonna be in deep trouble."

"You think I don't know that?" Valerie snapped. "It's been killing me these past few days. I can't even eat without feeling ill. I suppose that makes me a coward, preferring to play sick and hide in here instead of coming forward. But I'm afraid, Jim! My father is not himself… what will he do to me? Forget the Academy, I'm more concerned about my health!"

"You really think he'd hurt you?" Jim asked.

Valerie hesitated, then let out a sigh. "Yes," she said weakly. "I do. Please don't ask how I know, I just… I _know_."

"Okay." Jim leaned forward, resting his elbows on his thighs. "So what if you told somebody about this plan of his? I think I know plenty of officers who would be against all-out war with the Hierarchy. I know Admiral Smollett hates Procs, but she's a decent person. She'd never be in favor of starting a war."

"It's not just him," Valerie said fearfully. "It's some kind of plot, I think. He's in league with some very shady people, people with a lot of influence. They might even be connected to the Crown. I don't think even an Admiral could succeed at exposing it. It would just put everyone in more danger…"

_You're in too deep,_ a little voice whispered in the back of Jim's mind. _You're just a cadet, a kid playing at being a soldier. You don't stand a chance against a high-level conspiracy, not even with Amelia on your side. What has Valerie ever done for you, anyway? Or Phillips, for that matter? Yeah, you feel sorry for her, but is she worth risking your life…?_

Jim suddenly felt very small and insignificant. He wished he had never gotten involved in any of this. He wished he had looked the other way, kept his nose out of everyone's business.

_No. I chose this._

"We have to help the Commodore," Jim said stubbornly. "There has to be some way we can convince people she didn't do it without endangering you."

"And what do you suggest? Frame somebody else? I see no good end to any of this," Valerie lamented. "As long as Father's got _Centurion_, he'll push for war. That's what he wants more than anything. Even if we somehow got the Commodore out of trouble, there's still that plot to consider. I think everything's about to change for the worse and nothing can stop it. There'll be a war, Father will have his chance at killing Procs, people will die…"

"But how does he think he'll get this war, anyway? The Hierarchy keeps retreating back into their borders. It's not like we're facing open aggression. I mean what's he gonna do, attack Procyon ships at random? Anybody could see that's wrong, secret scheme or no."

"Think, Jim." Valerie gave him a critical look. "It's very easy to start a war. All you need is a good enough excuse. And if there's one thing my father is skilled at, it's coming up with good excuses for the actions he takes."

Jim frowned, a counter-argument on the tip of his tongue as his mouth opened. But he didn't get the chance to say anything. The entire room shook, along with the rest of the station. The picture on Valerie's bureau fell over from the impact. The lights flickered, and Jim heard the distant wail of fire alarms.

"What the…" Valerie began, getting to her feet immediately. She sniffled and went to the door, then hesitated. "What was that?"

* * *

><p>What had once been a fully functional docking bay now lay in ruins. Smoke billowed from piles of flaming debris that had once been supply crates. The dock workers who had survived the blast fled the scene in terror, not bothering to look back as they ran for their lives. Alarms howled, filling the air with unsettling noise.<p>

The _Lucky Lady_ was a modest-looking freighter, a high-tonnage delivery boat designed to carry an immense load of cargo. Except what emerged from the stacks and stacks of crates and barrels on her uppermost deck, and the decks below, was not cargo at all. Rogue spacers, armed with a mixture of improvised weapons and assorted guns and swords, crept out of hiding and quickly disembarked. The thick hull of the freighter had protected them from the explosion, and now they began to invade the Academy without delay. After being pent up in containers and biding their time, they eagerly charged toward the promise of mischief and mayhem.

A tall, vast figure stood at the prow of the _Lucky_ _Lady_ and observed his handiwork. What was left of the dock was littered with bodies, some uniformed and some not. One of them, a Benbonian Marine, stirred and groaned.

The figure tilted his head, his countenance hidden by a large hat and a scarf masking his face. His entire body was covered by layers of clothing, not an inch of flesh exposed. His eyes glowed from underneath his hat, twin blue lights that shone with a malicious gleam. In a single leap he descended from the prow to the dock below, landing upright with a thud. The action seemed effortless and he casually strode over to the survivor, looming and getting the Benbonian's attention.

"Such arrogance," the figure mused, his voice distorted and flanged with a metallic growl. "You people actually think you're safe here, protected by your precious Imperial sovereignty. You didn't even bother checking the cargo for stowaways, or _bombs…_" He tsked, leaning down to get on the Benbonian's level. "This is easier than I expected, I'll be quite honest with you. What's your name, spacer?"

"Ha… Hal," the Benbonian managed, gasping in pain.

"Dear friend Hal," the pirate said, his tone mockingly affable. "I thank you, and all of your pathetically inept comrades, for giving this venture of mine such an efficient beginning. At first I felt mildly disappointed, but then I decided I would be polite and enjoy the hospitality. It's important to be polite, you know. If you aren't civil enough to accept an opportunity when it's given, you run the risk of _offending_ people."

The Benbonian just stared blankly, dazed and weak from his injuries. "I… _what_…?"

"I'm a pirate, Hal. I like gold. Because I like gold, I'm very fond of the golden rule. _Do unto others_, and all that. Since you and yours were kind enough to extend courtesy to my men, I'll extend a courtesy to you. Consider it proof of our friendship." The cloaked figure hauled Hal up roughly with one hand, eliciting a cry of pain from the Benbonian. "I'm going to let you walk away, Hal. You're a free man. Run away and hide in whatever hole suits you best, while you still can. You've got a family, right? Do you want to see them again?"

Hal nodded desperately.

"Then I suggest you get moving," the pirate said coolly, setting the Benbonian down on his feet.

Hal swayed slightly, hampered by his injuries, but he mustered enough bravery to take the pain and start hobbling toward the blasted-open door which led to the inner halls of the Academy. He was so relieved that he didn't check to see what the pirate was doing after he turned his back.

The cloaked figure simply watched as Hal staggered away, then pulled a pistol from his belt. Waited another few seconds, then lined up a shot.

"A pleasure doing business with you," he sneered - and fired.

"Move in and take 'em down!" he then bellowed, stepping over Hal's body as he strode into the Academy. Flashing emergency lights bathed him in a hellish glow as he went. He was a giant among his crewmen, a towering shadow that moved with grace and purpose. He unsheathed his massive cutlass and waved it high, pointing his men forward. "There's a prize to be had in this Academy, mark my words - a prize that'll change our fortunes forever! Cut down anyone who stands in your way! Let this day be known as the day that Ironbeard forged his legend and wrote his name in blood across the stars!"

His men cheered and charged in a frenzy of greed and malice, a living tide of debauchery that flooded into the Academy with reckless abandon. Ironbeard paused long enough to get a good look at his surroundings, at the paintings that hung on the walls and the elegant architecture of the space station's interior. He emitted a pleased hiss as he strolled along, casually carving a jagged line into the wallpaper with the tip of his sword. "At last," he said to himself gleefully. He then whirled and smashed a marble bust atop a pedestal, his blade shattering the statue into fragments from the blow. "At _long last_."

Shocked cadets and staff fled from the onslaught, spreading the word as they forced themselves to acknowledge the unthinkable: Ironbeard, the most dangerous pirate since Captain Nathaniel Flint, was attacking the Academy.


	13. Upheaval

_Author's Note: Sorry for the week-long lack of updates, Life Stuff has been packing a nasty punch these last few days. I'm so grateful for the reviews and messages I've received for this story; it really does mean a lot. Ya'll are amazing c:  
><em>

* * *

><p>"I want those doors <em>sealed<em> immediately!" Vice Admiral Blake demanded, gesturing at the Marines who hurried after him as he headed toward the armory. "This Academy has not been taken in all of its history and I will _not_ let it fall into the hands of filthy pirates."

"_Blake!_" Amelia almost shouted, matching the Vice Admiral's pace. Aurora Mayflower jogged behind her, a fearful but resolute look on her face. Neither woman slowed as the Marines turned and headed off to carry out Blake's orders. "Are you daft? The staff and cadets are surely fighting for their lives, we can't cut them off from support!"

"The wellbeing of a few is hardly worth jeopardizing the safety of the many," Blake stated. He came to a stop in front of the armory's reinforced doors and accessed the control panel there, unlocking them with a typed-in code. "There are protocols we must follow, lest we allow the enemy to penetrate our defenses even further-"

"Are you referring to the wellbeing of the children here, or the wellbeing of your project?" Amelia hissed, stepping in close with a glare. "I am well aware of the protocols, _intimately _so; it was I who revised them when I accepted my position here two years back. We do not abandon our own."

Blake gave her a scathing look, but did not take the bait. "Under normal circumstances, no, we do not. But this is no run-of-the-mill incursion, you yourself said so at the onset. The vermin are here for a reason."

He reached over and removed a rifle from the weapons rack, deftly slipping an energy clip in and priming it. He then handed the gun to Amelia, who balked. "We must evacuate as many students as we can. Keep the invaders from harrying the evacuation effort, and above all keep them away from sensitive materials. It is our duty to protect Imperial lives _and_ assets. Is this going to be a problem?"

Amelia fixed Blake with a hard gaze, one that held the promise of future retribution for this day. "No," she said deliberately, mockingly. "Not at all."

"Then I expect you to do your duty without distraction or delay," the Vice Admiral growled. "You will organize a defensive party to keep the pirates at bay. I must ensure my assets are secure before proceeding, then I will join you."

"Every moment you spend protecting that ship, you fail to protect the children," Amelia hissed, her voice a hostile whisper. "I do wonder how you'll live with that."

"Shall I go on ahead and assist with the evacuation, ma'am?" Aurora inquired, choosing a rifle of her own and loading it.

Amelia watched as Blake turned away from her, a sneering curl to his lip, and left the armory in a huff. There was a deliberate edge to his stride, a sense of purpose that might have once seemed inspiring but now worried her. The Felinid then spoke in hushed tones, pulling Aurora in close. "I am not giving you this order as your superior, but as your aunt. You've been a wonderful lieutenant, but you've always been a stellar niece. I trust you will do what is best."

Aurora's eyes widened at these words. "Whatever do you mean, ma'am?" she whispered.

"Find Jim Hawkins. Once you have done so, take these-" Amelia pulled a set of keys out of her pocket and pushed them into Aurora's hand. "And liberate Commodore Phillips. Do whatever is necessary to accomplish this. Once you have them both, inform Phillips of the situation and commit yourself to whatever course of action she deems suitable. Her aid is crucial."

"But where will you be? How will we-"

"Worry about that when the time comes," Amelia cut her off. "I expect I shall be wherever the fighting is thickest, as I fully intend to drive the bastards back. They will not have my students; I couldn't give less of a damn about Blake's project if he paid me."

Aurora's features shifted into a beseeching expression. "Auntie, _please_-"

"You have your orders," Amelia said more loudly, straightening and slipping back into Admiral mode. "Will you carry them out, or will you not?"

"I will, ma'am!" Aurora stiffened, stuffed the keys into one of her pockets, then snapped off a quick salute. "Godspeed to you!"

"And to you," Amelia murmured, watching as Aurora rushed out of the armory.

_I always knew a day like this would come, but I… oh, I was a fool to hope I would never be confronted with battle again. Sending my own niece into danger, asking her and Hawkins to liberate Phillips against the Vice Admiral's will… how fortunate it is that Delbert did not come here, to see me like this. But there are too many unknowns for me to avoid taking risks now…_

"They're ransacking the educational wing!" a Marine yelled, panting as he nearly tripped through the doorway in his haste. "Colonel Danzig was taken down holding them off while his students escaped – most of them made it out, but…" The Marine's voice faltered and he looked down, stricken. "There's so many!"

"Get ahold of yourself," Amelia ordered. "This is no time for panicking! If you haven't the resolve to defend this Academy, do everyone a favor and eject yourself from the premises!"

"You didn't see what I saw," the Marine moaned, clutching his rifle as if it was a holy talisman. "Their leader, he's… he's _terrifying_. Cloaked and masked, and carrying a huge sword! He's not a pirate, he's a demon!"

"Hush," Amelia snapped. She swept the room with her gaze, daring anyone to challenge her. "I've fought pirates and rogues of every shape, size and caliber, and if there's one thing I've learned it's that they'll all bleed if you stick them enough. I've no time for talk of _demons_ and I'm not about to sit idly while this institution is compromised!"

With that she stalked out of the armory, leaving the others to whatever course of action they were going to follow.

_A surprise attack, one dependent on sheer numbers instead of an organized strategy… of course they're here for a reason. They're going to distract us while a select few go after what they're here for. I'm not stupid enough to think I don't already know what that is. But neither am I heartless enough to prioritize that bloody ship over my students._

As she raced toward the distant sound of chaos, she felt a pang of regret as she realized she hadn't even bothered to record a message for Delbert and the children in case the worst came to pass.

* * *

><p>The cadet quarters were completely abandoned, save for Jim and Valerie. The hallway was eerily still, but hardly silent; muffled thumps, bangs, yells and other disconcerting noises could be heard from all directions.<p>

"I don't like the sound of that," Valerie muttered as she cautiously stepped away from her room. She was still in her nightclothes, with only a pair of socks covering her feet, but she didn't seem too concerned with her apparel at the moment. "Do you think it's a drill?"

"Why didn't they announce it?" Jim wondered aloud. "I got a bad feelin' about this…"

"We're the only students in this wing," Valerie mused. "Everyone else is in class, or at lunch… at least they _should_ be. Perhaps we should venture out and see what's going on."

Both cadets froze in their tracks as a commotion came from the far end of the hallway; a great bustle of footsteps and unfriendly, growling voices. Jim immediately backpedaled and went for Valerie's room, nearly tripping over her as they both sought to avoid detection. He pulled the door to but did not shut it completely; curiosity momentarily overrode fear.

"What is happening?" Valerie whispered, the color draining from her face as the stomping neared their location.

Jim peeked out through the small crack he afforded himself. He could hear angry grumbling in languages he didn't know, ragged snarls and aggressive shouting coming closer and closer. He flinched as he heard one of the doors being smashed through, then another. Complaints rose as the invaders realized there was nothing of value to be found here.

"We got stinkin' _bedrooms_," a shrill but menacing voice snapped. "Oy, this ain't anythin' but furnishin's an' underwear."

"All them kids out and about, eh? An' I was looking forward to hearin' 'em scream," a more throaty voice growled.

Silhouettes came into view and Jim's blood ran cold. He could clearly make out swords, guns and makeshift weapons, along with the malevolent rogues who wielded them. _Pirates_. A smattering of species from across the galaxy, each of them exuding a foul-tempered air that matched their less than appealing exteriors.

Jim slowly turned to look at Valerie, who was absolutely still in terror. _"Pirates,"_ he mouthed, and her eyes widened in response.

_"What do we do?"_ Valerie mouthed back, gesturing helplessly.

Jim struggled not to panic; memories from the mutiny on the _Legacy_ played through his mind, recollections of running for his life while pursued by armed and greed-crazed spacers. People who would have torn him apart without pause if not for Silver's insistence otherwise. There was nothing to stop these fiends from easily putting an end to himself and Valerie here, nothing save their own consciences.

Trying to figure out how they had gotten into the Academy, what their purpose here was, suddenly seemed trivial compared to the overwhelming urge to _not die_.

"Cap'n says we won't have the advantage for long. Gotta hurry if we're gonna find that ship he's so keen on," one of the pirates declared. "You rats want to fritter it away poking through these rooms, you'll have the Navy flushing you out. Them ships'll come in, dump their Marines and then what? If you ain't shot, 'tis the noose."

"I thought that's what the kids were for. Hostages n' such," another protested.

"Hostages is a waste o' time," the first voice whined. "Come on, it's the ship we're after, innit?"

"Aye, and I've figgered the way of it, see: Cap'n hired on all them idjit mongrels fer cannon fodder, an' he'll use 'em up keepin' the Navy occupied whilst we get the goods. I reckon there be a special reward'r suchlike for them that lay claim to _Centurion_ first, eh?" yet another posited.

A chorus of approval sounded in response. Jim's heart sped up as the significance of their words sunk in. Valerie tensed beside him, mouthing what he assumed was a prayer of some sort as she listened.

He had been in this position before, except back then it was a barrel of purps instead of a doorway. Jim could hardly believe what he was hearing. _They're here for _Centurion_. They're going to try and steal it. _

This all seemed like a bad dream, though he knew full well it wasn't; it just seemed so _unreal_. The Academy was supposed to be a school within a fortress, a safe haven guarded by ships and cannonade and Marines. The pride and surety with which instructors spoke of its security now resounded as hollow, pitiful echoes in Jim's mind.

His stomach turned as he thought of what must be transpiring elsewhere, where teachers and cadets were surely caught unawares by their attackers. He swallowed down a wave of nausea and forced himself not to think about it, to tend to _here_ and _now_ before letting his feelings get carried away. Valerie's presence helped anchor his thoughts; with her safety and his own to think about, it was easier to put the larger picture out of his mind. _For now._

_But how are we supposed to get out of here if this place is crawling with pirates…?_

He looked down at his dirty, stained work clothes and realized something: he wasn't in uniform. He hadn't shaved in three days. His hair was messy, and he probably looked filthy from all the sweating he had done while working earlier. He looked more like a random spacer than a cadet, and given the circumstances… being a cadet would certainly be hazardous to his health.

"I have an idea," he whispered to Valerie. "But first, I gotta ask: do you have any earrings?"

Her bewildered expression was exactly what he expected. He had a feeling she wasn't going to like the rest of his idea – but given the situation, there was little else to do but sit here and wait for something to happen…

* * *

><p>Aurora Mayflower hated waiting.<p>

The lift seemed to descend at a crawling pace. She fidgeted as she willed the lift to move faster, her rifle slung across her back as she traveled down to the secret hangar where _Centurion_ and its work crew were situated. It had taken all of her willpower not to stop and help as cadets stampeded toward the evac docks on the far end of the Academy, but she had more important matters to tend to. Her aunt's mission ranked as Priority One in her mind, and rightfully so; Amelia _always_ had good reason for actions she took.

What finding Jim Hawkins and freeing Phillips would accomplish, Aurora didn't know. She would find out once the mission was fulfilled – such was a soldier's lot. To carry out orders without understanding.

Finally the lift came to a halt and the doors opened. Aurora hurried into the hangar, where scientists and workers were already starting to panic as news of the invasion spread. "Where is Jim Hawkins?" she yelled, looking around for any sign of the boy. "Hawkins! Does anyone know where he is?!"

"Last I saw, he was with Admiral Smollett!" one of the scientists cried.

"Talk to Dr. Roa, she's the one in charge of him!" another suggested.

Aurora glanced up at _Centurion_. The ship was regal and peaceful-looking, though the Lieutenant knew she possessed incredible destructive power. As she headed up the gangplank in search of Roa, she felt yet another twinge of uncertainty in her gut. Something about this entire attack felt wrong – not just morally wrong, but wrong in a way she couldn't quite put her finger on. Like there was some massively important detail looming right in front of her, yet she couldn't perceive it…

"Doctor?" Aurora called, treading across the deck and descending into the lower decks. "Doctor Roa, are you here? Jim? Jim, if you're here, I need you to come with me this instant…"

The lower decks were much cleaner now, lacking the thick tangles of cords and cables. There was a sense of completion to everything that had been absent days ago. Aurora cautiously moved into the engine room, disliking the sudden lack of activity inside the ship. "Hello? Anyone at all?"

A noise came from the control room; it sounded rather like a balloon being deflated, a yelping wheeze. Aurora moved to the doorway, feeling exasperated. "Will somebody _please_ just speak up and-"

She stopped short as she saw Roa on the floor. The Procyon's back was turned to her, but there was no mistaking the red stains that now adorned the doctor's lab coat. The furry alien wasn't yet dead, still trembling with occasional gasps, but it was clear that she was badly wounded.

Aurora immediately moved to assist, then saw Vice Admiral Blake standing five paces away. He held a ceremonial saber in his right hand; its elegant curving blade was slick with blood. Roa's blood. Aurora struggled to comprehend what she was seeing, a sudden fear for her own life creeping up as she tried to make sense of the scene. "What…" she began, wanting to turn and flee but unable to do so. "_Why?_"

"She lied about being exiled from the Hierarchy. She was working for them," Blake said coldly. "She orchestrated this – used Terran resources to create a superweapon and hired pirates to help her spirit it away to the Hierarchy. I heard it from her own lips; she's a traitor, and she would have gotten away with much more if I hadn't stopped her."

Aurora got down on one knee and gently turned Roa so the Procyon was now laying on her back. She had been run through; Aurora knew a fatal wound when she saw it. Roa didn't have much time left, and she didn't even have the strength to speak. Her yellow eyes just stared up at Aurora, wide-open and wild. Scared. _Confused_.

Without thinking, Aurora reached over and smoothed the fur on top of the doctor's head. Her back was to the Vice Admiral; she had an odd feeling she should turn and face him, but before she could do so Roa reached up and caught her by the hand. The Procyon opened her mouth, tried to say something, but no words came. It was too much effort and it exhausted what energy she had left. Roa's hand fell away and she went limp.

"What now?" Aurora asked, her voice thick with unexpected emotion as she got to her feet and gave Blake a sideways look.

"Now that I think on it, your presence here is most unusual indeed at this time. Why, I wonder, are you down here looking for Hawkins when you should be elsewhere? On your aunt's orders, perhaps?" the Vice Admiral asked, wiping off his sword with a handkerchief. He paused to regard the reflective sheen of his blade after cleaning it, one eyebrow raised. "What is it that she told you to do, Lieutenant?"

Aurora resisted the urge to shudder. With Roa's corpse at her feet and Amelia's orders weighing down on her shoulders, Blake's prying was extremely unnerving. He was a superior officer, outranking even Amelia; he didn't even look the least bit perturbed over the fact that he had just murdered Roa. In fact, he looked rather smug.

_What have I gotten myself into…?_

"Find Hawkins, get him on an outbound boat with the other students. He's like a nephew to her, sir." Aurora squared her shoulders as she lied through her teeth. _Like I'd squeal on my aunt, you windbag. _"I didn't mean to… I thought he'd be here. Obviously I was wrong."

Blake didn't buy it; he was too smart. _Much too smart_, Aurora despaired, taking a single step back. _Auntie would never order me to go against him without good reason… he's done something, something awful, and I've fallen into the middle of it…_

"Obviously," the Vice Admiral echoed. He stepped toward her, saber still in hand. "Lying to a superior officer is a punishable offense, you know. I thought you were better than this, Mayflower."

Instinct won over misgivings. Aurora reached for her rifle, saw Blake lunge forward, and knew there was no more time for talk. She managed to block his blade with her gun, then pushed and kicked his shins. One more good push and he was off balance. "And I thought you were less of an arse," she hissed, ears flattened as she shoved him to the floor. She took aim with her rifle, then hesitated; she could not bring herself to pull the trigger. And so she fled, racing out of _Centurion's_ bowels and sprinting for the lift.

"Stop her!" she could hear Blake shouting as he tried to follow. "Arrest that Lieutenant! Bring her _down_!"

She shoved two scientists out of the way and got into the lift. She jumped as a laser bolt sizzled past and nearly grazed her right shoulder. Blake was coming at her with a rifle of his own now, murderous intent clear in his eyes as he barreled toward the lift. Aurora held her breath as the doors began to close. As the lift began to ascend, she braced herself for the possibility that Blake might simply break it and send her plummeting down to her doom. But no such doom came, and finally she allowed herself to exhale shakily and slump against the wall.

_Oh, Auntie,_ she thought grimly, Roa's dying gaze still lingering in her mind's eye. _I fear there will be no happy ending for this battle…_


End file.
